Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2015 | Nov. 01, 2015 | |
Document Information [Line Items] | ||
Entity Registrant Name | SUNOCO LOGISTICS PARTNERS L.P. | |
Entity Central Index Key | 1,161,154 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2015 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | SXL | |
Amendment Flag | false | |
Common Stock [Member] | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 260,443,414 | |
Common Class B [Member] | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 9,416,196 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED) - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | ||
Revenues | |||||
Unaffiliated customers | $ 2,317 | $ 4,616 | $ 7,766 | $ 13,199 | |
Affiliates (Note 4) | 90 | 299 | 415 | 1,014 | |
Total Revenues | [1] | 2,407 | 4,915 | 8,181 | 14,213 |
Costs and Expenses | |||||
Cost of products sold | 2,024 | 4,581 | 7,154 | 13,308 | |
Operating expenses | 58 | 55 | 162 | 124 | |
Selling, general and administrative expenses | 26 | 30 | 76 | 82 | |
Depreciation and amortization expense | 102 | 77 | 278 | 220 | |
Impairment charge and other matters (Notes 6 and 16) | 103 | 0 | 44 | 0 | |
Total Costs and Expenses | 2,313 | 4,743 | 7,714 | 13,734 | |
Operating Income | 94 | 172 | 467 | 479 | |
Interest cost and debt expense, net | (49) | (38) | (151) | (101) | |
Capitalized interest | 12 | 24 | 54 | 50 | |
Other income | 7 | 7 | 19 | 18 | |
Income Before Provision for Income Taxes | 64 | 165 | 389 | 446 | |
Provision for income taxes (Note 8) | (7) | (8) | (18) | (21) | |
Net Income | 57 | 157 | 371 | 425 | |
Net income attributable to noncontrolling interests | (1) | (2) | (2) | (7) | |
Net income attributable to redeemable noncontrolling interests | 0 | 0 | (1) | 0 | |
Net Income Attributable to Sunoco Logistics Partners L.P. | 56 | 155 | 368 | 418 | |
Less: General Partner's interest | (74) | (49) | (205) | (131) | |
Limited Partners' interest | $ (18) | $ 106 | $ 163 | $ 287 | |
Net Income Attributable to Sunoco Logistics Partners L.P. per Limited Partner unit (Note 5): | |||||
Basic (in dollars per share) | $ (0.07) | $ 0.50 | $ 0.67 | $ 1.37 | |
Diluted (in dollars per share) | $ (0.07) | $ 0.50 | $ 0.66 | $ 1.36 | |
Weighted average Limited Partners' units outstanding (Note 5): | |||||
Basic (in shares) | 255 | 212.5 | 244.3 | 209.6 | |
Diluted (in shares) | 255 | 213.8 | 245.2 | 210.8 | |
Net Income | $ 57 | $ 157 | $ 371 | $ 425 | |
Adjustment to affiliate's pension funded status | 0 | 0 | (1) | 1 | |
Other Comprehensive Loss | 0 | 0 | (1) | 1 | |
Comprehensive Income | 57 | 157 | 370 | 426 | |
Less: Comprehensive income attributable to noncontrolling interests | (1) | (2) | (2) | (7) | |
Less: Comprehensive income attributable to redeemable noncontrolling interests | 0 | 0 | (1) | 0 | |
Comprehensive Income Attributable to Sunoco Logistics Partners L.P. | $ 56 | $ 155 | $ 367 | $ 419 | |
[1] | Sales and other operating revenue includes the following amounts from ETP and its affiliates for the three and nine months ended September 30, 2015 and 2014: Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 (in millions) (in millions)Crude Oil Acquisition and Marketing $— $231 $165 $842Terminal Facilities 77 64 217 157Products Pipelines 13 4 33 15Total sales and other operating revenue $90 $299 $415 $1,014 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) - USD ($) $ in Millions | Sep. 30, 2015 | Dec. 31, 2014 |
Assets | ||
Cash and cash equivalents | $ 45 | $ 101 |
Accounts receivable, affiliated companies (Note 4) | 48 | 9 |
Accounts receivable, net | 1,373 | 1,766 |
Inventories (Note 6) | 647 | 470 |
Other current assets | 7 | 3 |
Total Current Assets | 2,120 | 2,349 |
Properties, plants and equipment | 10,826 | 9,358 |
Less accumulated depreciation and amortization | (748) | (509) |
Properties, plants and equipment, net | 10,078 | 8,849 |
Investment in affiliates | 277 | 226 |
Goodwill | 1,358 | 1,358 |
Intangible assets, net (Note 7) | 731 | 770 |
Other assets | 98 | 92 |
Total Assets | 14,662 | 13,644 |
Liabilities and Equity | ||
Accounts payable | 1,334 | 1,934 |
Accounts payable, affiliated companies (Note 4) | 51 | 21 |
Accrued liabilities | 181 | 304 |
Accrued taxes payable (Note 8) | 44 | 52 |
Total Current Liabilities | 1,610 | 2,311 |
Long-term debt (Note 9) | 4,944 | 4,260 |
Other deferred credits and liabilities | 81 | 71 |
Deferred income taxes (Note 8) | 244 | 249 |
Total Liabilities | $ 6,879 | $ 6,891 |
Commitments and contingent liabilities (Note 10) | ||
Redeemable noncontrolling interests | $ 15 | $ 15 |
Total Equity | 7,768 | 6,738 |
Total Liabilities and Equity | $ 14,662 | $ 13,644 |
CONDENSED CONSOLIDATED STATEME4
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Cash Flows from Operating Activities: | ||
Net Income | $ 371 | $ 425 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization expense | 278 | 220 |
Impairment charge and other matters | 44 | 0 |
Deferred income tax benefit | (5) | (4) |
Amortization of bond premium | (10) | (11) |
Non-cash compensation expense | 12 | 12 |
Equity in earnings of unconsolidated affiliates | (21) | (18) |
Distributions from unconsolidated affiliates | 14 | 9 |
Changes in working capital pertaining to operating activities: | ||
Accounts receivable, affiliated companies | (39) | 14 |
Accounts receivable, net | 400 | (642) |
Inventories | (221) | 18 |
Accounts payable, affiliated companies | 30 | (2) |
Accounts payable and accrued liabilities | (558) | 326 |
Accrued taxes payable | (8) | 1 |
Unrealized (gains) losses on commodity risk management activities | (9) | (14) |
Other | 19 | (8) |
Net cash provided by operating activities | 297 | 326 |
Cash Flows from Investing Activities: | ||
Capital expenditures | (1,678) | (1,826) |
Investment in joint venture interests | 0 | (42) |
Acquisitions, net of cash received | (131) | (65) |
Change in long-term note receivable | (14) | (11) |
Net cash used in investing activities | (1,823) | (1,944) |
Cash Flows from Financing Activities: | ||
Distributions paid to limited and general partners | (491) | (335) |
Distributions paid to noncontrolling interests | (1) | (4) |
Contributions from general partner | 0 | 2 |
Net proceeds from issuance of limited partner units | 1,274 | 593 |
Payments of statutory withholding on net issuance of limited partner units under LTIP | (10) | (6) |
Repayments under credit facilities | (1,760) | (1,770) |
Borrowings under credit facilities | 2,454 | 2,095 |
Repayments of senior notes | 0 | (175) |
Net proceeds from issuance of long-term debt | 0 | 989 |
Advances to affiliated companies, net | 0 | 239 |
Contributions attributable to acquisition from affiliate | 8 | 9 |
Other | (4) | 0 |
Net cash provided by financing activities | 1,470 | 1,637 |
Net change in cash and cash equivalents | (56) | 19 |
Cash and cash equivalents at beginning of period | 101 | 39 |
Cash and cash equivalents at end of period | $ 45 | $ 58 |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY (UNAUDITED) - USD ($) $ in Millions | Total | Accumulated Other Comprehensive Income (Loss) | Noncontrolling Interests | Limited PartnersCommon Stock [Member] | General Partner |
Balance at Dec. 31, 2013 | $ 6,325 | $ 0 | $ 121 | $ 5,292 | $ 912 |
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||
Net Income | 425 | 0 | 7 | 287 | 131 |
Adjustment to affiliate's pension funded status | 1 | 1 | |||
Total comprehensive income | 426 | 1 | 7 | 287 | 131 |
Issuance of limited partner units to the public | 595 | 593 | 2 | ||
Non-cash compensation expense | 12 | 12 | |||
Distribution equivalent rights | (3) | (3) | |||
Payments of statutory withholding on issuance under LTIP | (6) | (6) | |||
Distributions | (339) | (4) | (218) | (117) | |
Contributions attributable to acquisition from affiliate | 9 | 9 | |||
Other | (1) | (1) | 0 | ||
Balance at Sep. 30, 2014 | 7,018 | 1 | 124 | 5,965 | 928 |
Balance at Dec. 31, 2014 | 6,738 | 1 | 60 | 5,752 | 925 |
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||
Net Income | 370 | 0 | 2 | 163 | 205 |
Adjustment to affiliate's pension funded status | (1) | (1) | 0 | 0 | 0 |
Total comprehensive income | 369 | (1) | 2 | 163 | 205 |
Issuance of limited partner units to the public | 1,274 | 1,274 | 0 | ||
Non-cash compensation expense | 12 | 12 | |||
Distribution equivalent rights | (1) | (1) | |||
Payments of statutory withholding on issuance under LTIP | (10) | (10) | |||
Distributions | (492) | (1) | (306) | (185) | |
Contributions attributable to acquisition from affiliate | 8 | 8 | |||
Acquisition of a noncontrolling interest in a consolidated subsidiary | (131) | (26) | (103) | (2) | |
Other | 1 | 2 | (1) | ||
Balance at Sep. 30, 2015 | $ 7,768 | $ 0 | $ 35 | $ 6,791 | $ 942 |
Organization and Basis of Prese
Organization and Basis of Presentation | 9 Months Ended |
Sep. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Basis of Presentation | Organization and Basis of Presentation Sunoco Logistics Partners L.P. (the "Partnership") is a publicly traded Delaware limited partnership that owns and operates a logistics business, consisting of crude oil, refined products and natural gas liquids ("NGL") pipelines, terminalling and storage assets, and crude oil, refined products and NGL acquisition and marketing assets. The Partnership conducts its business activities in 35 states located throughout the United States. The consolidated financial statements reflect the results of the Partnership and its wholly-owned subsidiaries, including Sunoco Logistics Partners Operations L.P. (the "Operating Partnership"), the proportionate shares of the Partnership's undivided interests in assets, and the accounts of entities in which the Partnership has a controlling financial interest. A controlling financial interest is evidenced by either a voting interest greater than 50 percent or a risk and rewards model that identifies the Partnership or one of its subsidiaries as the primary beneficiary of a variable interest entity. At September 30, 2015, the Partnership held a controlling financial interest in Inland Corporation ("Inland"), Mid-Valley Pipeline Company ("Mid-Valley"), and Price River Terminal, LLC ("PRT"), and as such, these entities are reflected as consolidated subsidiaries of the Partnership. In January 2015, the Partnership acquired the outstanding noncontrolling interest in the West Texas Gulf Pipe Line Company ("West Texas Gulf"), which resulted in West Texas Gulf becoming a wholly-owned subsidiary of the Partnership. The Partnership is not the primary beneficiary of any variable interest entities ("VIEs"). All significant intercompany accounts and transactions are eliminated in consolidation, and noncontrolling interests in net income and equity are shown separately in the condensed consolidated statements of comprehensive income and equity. Equity ownership interests in corporate joint ventures in which the Partnership does not have a controlling financial interest, but over which the Partnership can exercise significant influence, are accounted for under the equity method of accounting. In May 2014, the Financial Accounting Standards Board ("FASB") codified guidance related to the recognition of revenue from contracts with customers. The new guidance outlines the core principle that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The guidance is effective for annual reporting periods beginning after December 15, 2017, including interim periods within those reporting periods, with early adoption permitted. The Partnership is currently assessing the impact, if any, that adoption of new guidance will have on its consolidated financial position and results of operations. The accompanying condensed consolidated financial statements are presented in accordance with the requirements of Form 10-Q and accounting principles generally accepted in the United States for interim financial reporting. They do not include all disclosures normally made in annual financial statements contained in Form 10-K. The accompanying condensed consolidated balance sheet at December 31, 2014 has been derived from the Partnership's audited financial statements for the year ended December 31, 2014. In management's opinion, all adjustments necessary for a fair presentation of the results of operations, financial position and cash flows for the periods shown have been made. All such adjustments are of a normal, recurring nature. The Partnership expects the interim increase in the quantity of its refined product and NGL inventory to decline by year end and therefore has adjusted its interim LIFO calculation to produce a reasonable matching of the most recently incurred costs with current revenues. Results for the nine months ended September 30, 2015 are not necessarily indicative of results for the full year 2015. Certain amounts in the prior year condensed consolidated financial statements have been reclassified to conform to the current-year presentation. |
Change in Business and Other Ma
Change in Business and Other Matters | 9 Months Ended |
Sep. 30, 2015 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Change in Business and Other Matters | Changes in Business and Other Matters In October 2015, the Partnership finalized its participation in the Bakken Pipeline project with Energy Transfer Partners, L.P. ("ETP") and Phillips 66. The Partnership obtained a 30 percent economic interest in the project which, combined with ETP's 45 percent interest, will be a consolidated subsidiary of ETP. The project consists of existing and newly constructed pipelines that are expected to provide aggregate takeaway capacity of approximately 450,000 barrels per day of crude oil from the Bakken/Three Forks production area in North Dakota to key refinery and terminalling hubs in the Midwest and Gulf Coast, including the Partnership's Nederland terminal. The ultimate takeaway capacity target for the project is 570,000 barrels per day. The pipeline system is supported by long-term fee-based contracts and is expected to begin commercial operations in the fourth quarter of 2016. In exchange for its 30 percent economic interest in the project, the Partnership issued 9.4 million Class B units to ETP, representing limited partner interests in the Partnership, and paid $ 382 million in cash to cover the Partnership’s proportionate share of contributions at the time of closing. Since the interest in the project was acquired from a related party, the Partnership's investment will be recorded at ETP's historical carrying value. Subsequent contributions will be made by the joint partners in proportion to their respective economic ownership interests. The Partnership expects to reach agreement to become the operator of the pipeline system, and will account for its investment in the project as an equity method investment within its Crude Oil Pipelines segment. See Note 11 for additional information on the issuance of the Class B units. In July 2015, the Partnership entered into an agreement with ETP and Phillips 66 to participate in the Bayou Bridge Pipeline project. The Partnership obtained a 30 percent economic interest in the project which, combined with ETP's 30 percent interest, will be a consolidated subsidiary of ETP. The project currently consists of newly constructed pipeline that will deliver crude oil from Nederland, Texas to Lake Charles, Louisiana. Commercial operations are expected to begin in the first quarter 2016. The Partnership will be the operator of the pipeline and will fund its proportionate share of the cost of the project, which will be accounted for as an equity method investment within the Partnership’s Crude Oil Pipelines segment. In the second quarter 2014, the Partnership entered into a joint agreement for a 49 percent economic and voting interest in Bayview Refining Company, LLC ("Bayview"). Bayview constructed and will operate the facility to process crude oil into intermediate petroleum products. The entity is a variable interest entity for which the Partnership is not the primary beneficiary. Through September 30, 2015, the owners made contributions totaling $ 54 million. Construction was completed in the third quarter 2015. The Partnership's investment in Bayview is reflected as an equity method investment within the Crude Oil Acquisition and Marketing segment. In connection with the formation of Bayview, the joint owners agreed to guarantee the obligations of the entity with respect to certain third-party operating agreements over a ten-year term. The fair value of the liability recognized in connection with the guarantee was not material in relation to the Partnership’s financial position at September 30, 2015. The Partnership's note receivable from the joint owner of Bayview is reflected in other assets in the condensed consolidated balance sheet. In the first quarter 2014, the Partnership exercised its rights to acquire an additional ownership interest in Explorer Pipeline Company ("Explorer") from Chevron Pipe Line Company for $ 42 million, increasing the Partnership's ownership interest from 9.4 to 13.3 percent . Explorer owns approximately 1,850 miles of refined products pipelines running from the Gulf Coast of the United States to the Chicago, Illinois area. The fair value of the investment was estimated based on the fair value of the consideration transferred. The investment continues to be accounted for as an equity method investment within the Partnership's Products Pipelines segment, with the equity income recorded based on the Partnership's ownership percentage for each period presented. No pro forma information has been presented, as the impact of these investments was not material to the Partnership's consolidated financial position or results of operations. |
Acquisitions
Acquisitions | 9 Months Ended |
Sep. 30, 2015 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions In December 2014, the Partnership acquired an additional 28.3 percent ownership interest in West Texas Gulf from Chevron Pipe Line Company, increasing its controlling financial interest to 88.6 percent. As this transaction represented the acquisition of ownership interest in a consolidated subsidiary, the $ 325 million purchase price resulted in the reduction of noncontrolling interest and partners’ equity of $ 66 and $ 259 million, respectively, in accordance with applicable accounting guidance. In January 2015, the Partnership acquired the remaining noncontrolling interest in West Texas Gulf from the Southwest Pipeline Holding Company for $ 131 million. The acquisition of the remaining ownership interest reduced noncontrolling interest and partners’ equity by $ 26 and $ 105 million, respectively, in the first quarter 2015. In the second quarter 2014, the Partnership acquired a crude oil purchasing and marketing business from EDF Trading North America, LLC ("EDF"). The purchase consisted of a crude oil acquisition and marketing business and related assets for approximately 20 thousand barrels per day. The acquisition also included a promissory note that was convertible to an equity interest in a rail facility (see below). The acquisition is included in the Crude Oil Acquisition and Marketing segment. Also in the second quarter 2014, the Partnership acquired a 55 percent economic and voting interest in Price River Terminal, LLC ("PRT"), a rail facility in Wellington, Utah. As the Partnership acquired a controlling financial interest in PRT, the entity is reflected as a consolidated subsidiary of the Partnership from the acquisition date within the Crude Oil Acquisition and Marketing segment. The terms of the acquisition provide PRT’s noncontrolling interest holders the option to sell their interests to the Partnership at a price defined in the agreement. As a result, the noncontrolling interests attributable to PRT are excluded from total equity and are instead reflected as a redeemable interests in the Partnership’s condensed consolidated balance sheet. The $ 65 million purchase price for these acquisitions (net of cash received) consisted primarily of net working capital largely attributable to inventory ($ 22 million), properties, plants and equipment ($ 14 million), and intangible assets ($ 28 million). These fair value allocations also resulted in an increase to goodwill ($ 13 million) and redeemable noncontrolling interests ($ 15 million). No pro forma information has been presented, as the impact of these acquisitions was not material in relation to the Partnership's consolidated financial position or results of operations. |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2015 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions The Partnership is a consolidated subsidiary of ETP. ETP and one of its affiliates own Sunoco Partners LLC, the Partnership's general partner, and a 28.3 percent limited partner interest in the Partnership, including the issuance of Class B units in October 2015. The Partnership has various operating and administrative agreements with ETP and its affiliates, which include the agreements described below. Administrative Services The Partnership has no employees. The operations of the Partnership are carried out by employees of the general partner. The Partnership reimburses the general partner and its affiliates for certain costs and direct expenses incurred on the Partnership's behalf. These costs may be increased if the acquisition or construction of new businesses or assets requires an increase in the level of services received by the Partnership. The Partnership pays ETP and its affiliates an annual administrative fee for expenses incurred by ETP and its affiliates to perform certain centralized corporate functions, such as legal, accounting, information technology, insurance, office rent, and other corporate services, including the administration of employee benefit plans. This fee does not include the salaries or wages of employees of the general partner, or the cost of employee benefits. The Partnership's share of allocated ETP employee benefit plan expenses, including non-contributory defined benefit retirement plans, defined contribution 401(k) plans, employee and retiree medical, dental and life insurance plans, incentive compensation plans and other such benefits are reflected in operating expenses and selling, general and administrative expenses in the condensed consolidated statements of comprehensive income. Affiliated Revenues and Accounts Receivable, Affiliated Companies The Partnership is party to various agreements with ETP and its affiliates to supply crude oil, refined products and NGLs, as well as to provide pipeline and terminalling services. The revenues associated with these activities are reflected as affiliated revenues in the condensed consolidated statements of comprehensive income. Acquisitions See Notes 2 and 11 for additional information related to the Partnership's participation in the Bayou Bridge and Bakken pipeline projects. Capital Contributions Contributions were previously required for the general partner to maintain its two percent general partner interest. In July 2014, the Partnership agreement was amended to remove the obligation of the general partner to make capital contributions upon the issuance of limited partner units to retain a two percent interest. No capital contributions have been made by the general partner subsequent to the Partnership agreement modification. In connection with the acquisition of the Marcus Hook Facility in the second quarter 2013, the Partnership will be reimbursed $ 40 million by an affiliate of ETP for certain operating expenses of the facility through March 31, 2017. The reimbursement proceeds are reflected as contributions to equity within the condensed consolidated statements of equity. |
Net Income Attributable to Suno
Net Income Attributable to Sunoco Logistics Partners L.P. Per Limited Partner Unit | 9 Months Ended |
Sep. 30, 2015 | |
Earnings Per Share [Abstract] | |
Net Income Attributable to Sunoco Logistics Partners L.P. per Limited Partner Unit | Net Income Attributable to Sunoco Logistics Partners L.P. per Limited Partner Unit The general partner's interest in net income attributable to SXL consists of its approximate two percent general partner interest and "incentive distributions," which are increasing percentages of up to 50 percent of quarterly distributions in excess of $0.0833 per common unit (Note 12). The general partner was allocated net income attributable to SXL of $74 and $49 million (representing 132 and 32 percent of total net income attributable to SXL) for the three months ended September 30, 2015 and 2014, respectively. The general partner was allocated net income attributable to SXL of $ 205 and $ 131 million (representing 56 and 31 percent of total net income attributable to SXL) for the nine months ended September 30, 2015 and 2014, respectively. Diluted net income attributable to SXL per limited partner unit is calculated by dividing the limited partners' interest in net income attributable to SXL by the sum of the weighted average number of common units outstanding and the dilutive effect of unvested incentive unit awards (Note 13). The following table sets forth the reconciliation of the weighted average number of limited partner units used to compute basic net income attributable to SXL per limited partner unit to those used to compute diluted net income attributable to SXL per limited partner unit for the three and nine months ended September 30, 2015 and 2014: Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 (in millions) (in millions) Weighted average number of units outstanding, basic 255.0 212.5 244.3 209.6 Add effect of dilutive incentive awards (1) — 1.3 0.9 1.2 Weighted average number of units, diluted 255.0 213.8 245.2 210.8 (1) Unvested incentive unit awards are not included within the calculation of the dilutive weighted average number of units for the three months ended September 30, 2015 since the effect on the net loss attributable to SXL per limited partner unit would have been antidilutive. |
Inventories
Inventories | 9 Months Ended |
Sep. 30, 2015 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories The components of inventories are as follows: September 30, 2015 December 31, 2014 (in millions) Crude oil $ 461 $ 364 Refined products and NGLs 168 90 Refined products additives 3 4 Materials, supplies and other 15 12 Total Inventories $ 647 $ 470 In the fourth quarter 2014, the Partnership established lower of cost or market ("LCM") reserves of $ 231 and $ 27 million, respectively, on its crude oil and products inventories as a result of declining commodity prices. At September 30, 2015, the LCM reserve amounted to $ 302 million, related entirely to its crude oil inventory. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 9 Months Ended |
Sep. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Intangible Assets Intangible Assets The components of intangible assets are as follows: Weighted Average Amortization Period September 30, 2015 December 31, 2014 (in years) (in millions) Gross Customer relationships 18 $ 836 $ 836 Technology 10 47 47 Total gross 883 883 Accumulated amortization Customer relationships (138 ) (102 ) Technology (14 ) (11 ) Total accumulated amortization (152 ) (113 ) Total Net $ 731 $ 770 In connection with the EDF acquisition in the second quarter 2014, the Partnership recognized intangible assets related to customer relationships. The customer relationship intangible assets represent the estimated economic value associated with certain relationships acquired in connection with the business combination whereby (i) the Partnership acquired information about or access to customers, (ii) the customers now have the ability to transact business with the Partnership and (iii) the Partnership is uniquely positioned to provide products or services to the customers. The customer relationship intangible assets are amortized on a straight-line basis over their respective economic lives. Amortization expense was $13 and $14 million for the three months ended September 30, 2015 and 2014, respectively, and $ 39 million for the nine months ended September 30, 2015 and 2014. The Partnership forecasts annual amortization expense of $52 million in 2015 and approximately $51 million of annual amortization expense for each year thereafter, through 2019, for these intangible assets. Intangible assets associated with rights of way are included in properties, plants and equipment in the Partnership's condensed consolidated balance sheets. Goodwill Goodwill, which represents the excess of the purchase price in a business combination over the fair value of net assets acquired, is tested for impairment annually in the fourth quarter, or more often if events or changes in circumstances indicate that the carrying value of goodwill may exceed its estimated fair value. The Partnership’s goodwill balance was $ 1,358 million at September 30, 2015 and December 31, 2014. The Partnership continues to monitor the volatility in the crude oil markets and the impact it could have on the conclusion as to whether goodwill is impaired. It is possible that continued negative volatility within the crude oil markets could change the Partnership’s conclusion regarding whether goodwill is impaired. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Partnership is not a taxable entity for U.S. federal income tax purposes, or for the majority of states that impose income taxes. Rather, income taxes are generally assessed at the partner level. There are some states in which the Partnership operates where it is subject to state and local income taxes. Substantially all of the income tax amounts reflected in the Partnership's condensed consolidated financial statements are related to the operations of Inland, Mid-Valley and West Texas Gulf, all of which are entities subject to income taxes for federal and state purposes at the corporate level. The effective tax rates for these entities approximate the federal statutory rate of 35 percent . In taxable jurisdictions, the Partnership records deferred income taxes on all significant temporary differences between the book basis and the tax basis of assets and liabilities. The net deferred tax liabilities reflected in the condensed consolidated balance sheets are derived principally from the differences in the book and tax bases of properties, plants and equipment of Inland, Mid-Valley and West Texas Gulf. |
Debt
Debt | 9 Months Ended |
Sep. 30, 2015 | |
Debt Disclosure [Abstract] | |
Debt | Debt The components of the Partnership's debt balance are as follows: September 30, 2015 December 31, 2014 Credit Facilities (in millions) $2.50 billion Credit Facility, due March 2020 (1) $ 879 $ 150 $35 million Credit Facility, matured and repaid April 2015 — 35 Senior Notes Senior Notes - 6.125%, due May 2016 (2) 175 175 Senior Notes - 5.50%, due February 2020 250 250 Senior Notes - 4.65%, due February 2022 300 300 Senior Notes - 3.45%, due January 2023 350 350 Senior Notes - 4.25% due April 2024 500 500 Senior Notes - 6.85%, due February 2040 250 250 Senior Notes - 6.10%, due February 2042 300 300 Senior Notes - 4.95%, due January 2043 350 350 Senior Notes - 5.30% due April 2044 700 700 Senior Notes - 5.35% due May 2045 800 800 Unamortized fair value adjustments 96 106 Total debt 4,950 4,266 Less: Unamortized bond discount (6 ) (6 ) Long-term debt $ 4,944 $ 4,260 (1) Includes $ 44 million of commercial paper issued at September 30, 2015. (2) The 6.125 percent Senior Notes were classified as long-term debt at September 30, 2015 as the Partnership has the ability and intent to refinance such borrowings on a long-term basis. Credit Facilities In March 2015, the Operating Partnership amended and restated its $ 1.50 billion Credit Facility, which was scheduled to mature in November 2018. The amended and restated credit facility is a $2.50 billion unsecured revolving credit agreement (the "$ 2.50 billion Credit Facility"), which matures in March 2020 , that will continue to fund the Partnership's working capital requirements, finance acquisitions and capital projects, and be used for general partnership purposes. The $2.50 billion Credit Facility contains an "accordion" feature, under which the total aggregate commitment may be extended to $ 3.25 billion under certain conditions. In June 2015, the $2.50 billion Credit Facility was amended to create a segregated tranche of borrowings that will be guaranteed by ETP. The amendment did not modify the outstanding borrowings, total capacity or terms of the facility. In September 2015, the Operating Partnership initiated a commercial paper program under the borrowing limits established by its $2.50 billion Credit Facility. The $2.50 billion Credit Facility bears interest at LIBOR or the Base Rate (as defined in the facility), each plus an applicable margin. The credit facility may be repaid at any time. Outstanding borrowings under this credit facility were $ 879 and $ 150 million at September 30, 2015 and December 31, 2014, respectively. The $2.50 billion Credit Facility contains various covenants, including limitations on the creation of indebtedness and liens, and related to the operation and conduct of the business of the Partnership and its subsidiaries. The credit facility also limits the Partnership, on a rolling four quarter basis, to a maximum total consolidated debt to consolidated Adjusted EBITDA ratio, as defined in the underlying credit agreement, of 5.0 to 1, which can generally be increased to 5.5 to 1 during an acquisition period. The Partnership's ratio of total consolidated debt, excluding net unamortized fair value adjustments, to consolidated Adjusted EBITDA was 3.4 to 1 at September 30, 2015, as calculated in accordance with the credit agreement. The West Texas Gulf $35 million revolving credit facility matured in April 2015 and was repaid with borrowings from the $2.50 billion Credit Facility. Senior Notes In April 2014, the Operating Partnership issued $ 300 million of 4.25 percent Senior Notes and $ 700 million of 5.30 percent Senior Notes (the "2024 and 2044 Senior Notes"), due April 2024 and April 2044 respectively. The terms and conditions of the 2024 and 2044 Senior Notes are comparable to those of the Operating Partnership's other outstanding senior notes. The net proceeds from these offerings were used to repay outstanding credit facility borrowings and for general partnership purposes. |
Commitments and Contingent Liab
Commitments and Contingent Liabilities | 9 Months Ended |
Sep. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingent Liabilities | Commitments and Contingent Liabilities The Partnership is subject to numerous federal, state and local laws which regulate the discharge of materials into the environment or otherwise relate to the protection of the environment. These laws and regulations can result in liabilities and loss contingencies for remediation at the Partnership's facilities and at third-party or formerly owned sites. At September 30, 2015 and December 31, 2014, there were accrued liabilities for environmental remediation in the condensed consolidated balance sheets of $ 8 and $14 million, respectively. The accrued liabilities for environmental remediation do not include any amounts attributable to unasserted claims, since there are no unasserted claims that are probable of settlement or are reasonably estimable, nor have any recoveries from insurance been assumed. Charges against income for environmental remediation totaled $ 2 and $3 million for the three months ended September 30, 2015 and 2014, respectively, and $ 7 and $ 11 million for the nine months ended September 30, 2015 and 2014, respectively. The Partnership maintains insurance programs that cover certain of its existing or potential environmental liabilities. Claims for recovery of environmental liabilities and previous expenditures that are probable of realization were not material in relation to the Partnership's consolidated financial position at September 30, 2015. Total future costs for environmental remediation activities will depend upon, among other things, the identification of any additional sites; the determination of the extent of the contamination at each site; the timing and nature of required remedial actions; the technology available and needed to meet the various existing legal requirements; the nature and extent of future environmental laws, inflation rates and the determination of the Partnership's liability at multi-party sites, if any, in light of uncertainties with respect to joint and several liability; and the number, participation levels and financial viability of other parties. Management believes it is reasonably possible that additional environmental remediation losses will be incurred. At September 30, 2015, the aggregate of the estimated maximum additional reasonably possible losses, which relate to numerous individual sites, totaled $ 9 million. The Partnership is a party to certain pending and threatened claims. Although the ultimate outcome of these claims cannot be ascertained at this time, nor can a range of reasonably possible losses be determined, it is reasonably possible that some portion of them could be resolved unfavorably for the Partnership. Management does not believe that any liabilities which may arise from such claims or the environmental matters discussed above would be material in relation to the Partnership's financial position, results of operations or cash flows at September 30, 2015. Furthermore, management does not believe that the overall costs for such matters will have a material impact, over an extended period of time, on the Partnership's financial position, results of operations or cash flows. Sunoco, Inc. ("Sunoco") has indemnified the Partnership for 30 years for environmental and toxic tort liabilities related to the assets contributed to the Partnership that arose from the operation of such assets prior to the closing of the February 2002 initial public offering ("IPO"). Sunoco has also indemnified the Partnership for 100 percent of all losses asserted within the first 21 years after the closing of the IPO. Sunoco's share of the liability for claims asserted thereafter will decrease by 10 percent per year. For example, for a claim asserted during the twenty-third year after the closing of the IPO, Sunoco would be required to indemnify the Partnership for 80 percent of its loss. There is no monetary cap on the amount of indemnity coverage provided by Sunoco. The Partnership has agreed to indemnify Sunoco for events and conditions associated with the operation of the Partnership's assets that occur on or after the closing of the IPO and for environmental and toxic tort liabilities to the extent that Sunoco is not required to indemnify the Partnership. Management of the Partnership does not believe that any liabilities which may arise from claims indemnified by Sunoco would be material in relation to the Partnership's financial position, results of operations or cash flows at September 30, 2015. There are certain other pending legal proceedings related to matters arising after the IPO that are not indemnified by Sunoco. Management believes that any liabilities that may arise from these legal proceedings will not be material in relation to the Partnership's financial position, results of operations or cash flows at September 30, 2015. |
Equity
Equity | 9 Months Ended |
Sep. 30, 2015 | |
Equity [Abstract] | |
Equity | Equity The changes in the number of units outstanding from January 1, 2014 through September 30, 2015 are as follows: Common Units (in millions) Balance at January 1, 2014 207.7 Units issued in public offering 7.7 Units issued under ATM program 10.3 Units issued under incentive plans 0.4 Balance at December 31, 2014 226.1 Units issued in public offering 15.5 Units issued under ATM program 17.2 Units issued under incentive plans 0.4 Balance at September 30, 2015 259.2 On June 12, 2014, the Partnership completed a two -for-one split of its common units. The unit split resulted in the issuance of one additional common unit for every one common unit owned. All unit and per unit information included in this report are presented on a post-split basis. In 2014, the Partnership established an at-the-market equity offering program ("ATM" program) which allows the Partnership to issue common units directly to the public and raise capital in a timely and efficient manner to finance its growth capital program, while supporting the Partnership's investment grade credit ratings. In the third quarter 2014, the Partnership filed an additional registration statement which increased the total capacity of the ATM program to $ 1.25 billion. In 2014, the Partnership issued 10.3 million common units under the ATM program for net proceeds of $ 477 million. For the three and nine months ended September 30, 2015, the Partnership issued 7.6 and 17.2 million common units under this program, for net proceeds of $261 and $645 million, respectively. In March 2015, the Partnership completed an overnight public offering of 13.5 million common units for net proceeds of $ 547 million. The net proceeds from this offering were used to repay outstanding borrowings under the Partnership's revolving credit facility and for general partnership purposes. In April 2015, an additional 2.0 million common units were issued for net proceeds of $ 82 million related to the exercise of an option in connection with the March 2015 offering. In October 2015, the Partnership issued 9.4 million Class B units to ETP in connection with its investment interest in the Bakken Pipeline project. The Class B units represent a new class of limited partner interests in the Partnership, which are not entitled to receive quarterly distributions that are made on the Partnership’s common units, but are otherwise entitled to share in earnings pro-rata with common units. The Class B units will automatically convert to common units on a one-for-one basis during the third quarter 2017. However, the Class B units provide the Partnership with an option to call the units for $ 300 million in the first quarter 2017. ETP also has a put right on the Class B units during the third quarter 2017, which is effective prior to the one-for-one conversion date, for the greater of $ 313.5 million or the fair market value of the units as defined by the unitholder agreement. As a result of the available put option, the amount attributable to the class B units will be excluded from total equity and instead reflected as redeemable interests in the Partnership’s condensed consolidated balance sheet. |
Cash Distributions
Cash Distributions | 9 Months Ended |
Sep. 30, 2015 | |
Equity [Abstract] | |
Cash Distributions | Cash Distributions Within 45 days after the end of each quarter, the Partnership distributes all cash on hand at the end of the quarter, less reserves established by the general partner at its discretion. This is defined as "available cash" in the partnership agreement. The general partner has broad discretion to establish cash reserves that it determines are necessary or appropriate to properly conduct the Partnership's business. The Partnership will make quarterly distributions to the extent there is sufficient cash from operations after the establishment of cash reserves and the payment of fees and expenses, including payments to the general partner. If cash distributions exceed $ 0.0833 per unit in a quarter, the general partner will receive increasing percentages, up to 50 percent , of the cash distributed in excess of that amount. These distributions are referred to as "incentive distributions." The percentage interests for the unitholders and the general partner for the minimum quarterly distribution are also applicable to the quarterly distribution amounts that are less than the minimum quarterly distribution. The following table shows the target distribution levels and distribution "splits" between the general partner and the holders of the Partnership's common units through September 30, 2015: Marginal Percentage Interest in Distributions Total Quarterly Distribution Target Amount General Partner Unitholders Minimum Quarterly Distribution $0.0750 2 % 98 % First Target Distribution up to $0.0833 2 % 98 % Second Target Distribution above $0.0833 up to $0.0958 15 % (1) 85 % Third Target Distribution above $0.0958 up to $0.2638 37 % (1) 63 % Thereafter above $0.2638 50 % (1) 50 % (1) Includes general partner interest. The distributions paid by the Partnership for the periods presented were as follows: Cash Distribution Payment Date Cash Distribution per Limited Partner Unit Total Cash Distribution to the Limited Partners Total Cash Distribution to the General Partner (in millions) (in millions) August 14, 2015 $ 0.4380 $ 111 $ 69 May 15, 2015 $ 0.4190 $ 103 $ 62 February 13, 2015 $ 0.4000 $ 92 $ 54 November 14, 2014 $ 0.3825 $ 84 $ 49 August 14, 2014 $ 0.3650 $ 77 $ 43 May 15, 2014 $ 0.3475 $ 72 $ 39 February 14, 2014 $ 0.3312 $ 69 $ 35 On October 20, 2015, the Partnership's general partner announced a cash distribution of $0.458 per common unit ( $1.83 annualized), representing the distribution for the third quarter 2015. The $195 million distribution, including $76 million to the general partner for its interests and incentive distribution rights, will be paid on November 13, 2015 to unitholders of record on November 9, 2015. |
Management Incentive Plan
Management Incentive Plan | 9 Months Ended |
Sep. 30, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Management Incentive Plan | Management Incentive Plan The general partner has adopted the LTIP for employees and directors of the general partner who perform services for the Partnership. The LTIP is administered by the independent directors of the Compensation Committee of the general partner's board of directors with respect to employee awards, and by the general partner's board of directors with respect to awards granted to the independent directors. The LTIP currently permits the grant of restricted units and unit options covering an additional 0.7 million common units. The Partnership issued 0.4 and 0.3 million common units under the LTIP, and recognized share-based compensation expense of $ 12 million for the nine months ended September 30, 2015 and 2014, respectively. Each of the outstanding restricted unit grants have tandem distribution equivalent rights which are recognized as a reduction to equity when earned. Additionally, the general partner granted 0.1 million phantom unit incentive awards during the nine months ended September 30, 2015. The Partnership recognized share-based compensation expense in relation to the phantom units of $ 0.5 million for the period. The phantom units will be settled in cash upon vesting, and have been accounted for as a liability within the condensed consolidated balance sheet. |
Derivatives and Risk Management
Derivatives and Risk Management | 9 Months Ended |
Sep. 30, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives and Risk Management | Derivatives and Risk Management The Partnership is exposed to various risks, including volatility in the prices of the products that the Partnership markets, counterparty credit risk and changes in interest rates. Price Risk Management The Partnership is exposed to risks associated with changes in the market price of crude oil, refined products and NGLs. These risks are primarily associated with price volatility related to pre-existing or anticipated purchases, sales and storage. Price changes are often caused by shifts in the supply and demand for these commodities, as well as their locations. In order to manage such exposure, the Partnership's policy is (i) to only purchase crude oil, refined products and NGLs for which sales contracts have been executed or for which ready markets exist, (ii) to structure sales contracts so that price fluctuations do not materially impact the margins earned, and (iii) not to acquire and hold physical inventory, futures contracts or other derivative instruments for the purpose of speculating on commodity price changes. Although the Partnership seeks to maintain a balanced inventory position within its commodity inventories, net unbalances may occur for short periods of time due to production, transportation and delivery variances. When physical inventory builds or draws do occur, the Partnership continuously manages the variances to a balanced position over a period of time. The physical contracts related to the Partnership's crude oil, refined products and NGL businesses that qualify as derivatives are designated as normal purchases and sales and accounted for using accrual accounting under United States generally accepted accounting principles. The Partnership accounts for derivatives that do not qualify as normal purchases and sales at fair value. The Partnership currently does not utilize derivative instruments to manage its exposure to prices related to crude oil purchase and sale activities. Pursuant to the Partnership's approved risk management policy, derivative contracts such as swaps, futures and other instruments may be used to hedge or reduce exposure to price risk associated with acquired inventory or forecasted physical transactions. The Partnership uses such derivative instruments to mitigate the risk associated with market movements in the price of crude oil, refined products and NGLs. These derivative contracts act as a hedging mechanism against the volatility of prices by allowing the Partnership to transfer this price risk to counterparties who are able and willing to bear it. The Partnership does not designate any of its derivative contracts as hedges for accounting purposes. Therefore, all realized and unrealized gains and losses from these derivative contracts are recognized in the condensed consolidated statement of comprehensive income as they are incurred. All realized gains and losses associated with derivative contracts are recorded in earnings in the same line item associated with the forecasted transaction (either in sales and other operating revenue or cost of products sold). The Partnership had open derivative positions on approximately 16.7 and 3.6 million barrels of refined products and NGLs at September 30, 2015 and December 31, 2014, respectively. The derivatives outstanding as of September 30, 2015 vary in duration but do not extend beyond one year . The Partnership records its derivatives at fair value based on observable market prices (levels 1 and 2). As of September 30, 2015, the fair value of the Partnership's derivative assets and liabilities were approximately $35 and $10 million, respectively, compared to $29 and $14 million at December 31, 2014. Derivative asset and liability balances are recorded in accounts receivable and accrued liabilities, respectively, in the condensed consolidated balance sheets. The following table sets forth the impact of derivatives on the Partnership's results of operations for the three and nine months ended September 30, 2015 and 2014: Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Location of Gains (Losses) Recognized in Earnings (in millions) (in millions) Commodity contracts not designated as cash flow hedging instruments: Sales and other operating revenue $ 47 $ 22 $ 39 $ 13 Cost of products sold (14 ) (3 ) (24 ) (3 ) $ 33 $ 19 $ 15 $ 10 Credit Risk Management The Partnership maintains credit policies with regard to its counterparties that management believes minimize the overall credit risk through credit analysis, credit approvals, credit limits and monitoring procedures. The credit positions of the Partnership's customers are analyzed prior to the extension of credit and periodically after credit has been extended. The Partnership's counterparties consist primarily of financial institutions and major integrated oil companies. This concentration of counterparties may impact the Partnership's overall exposure to credit risk, either positively or negatively, as the counterparties may be similarly affected by changes in economic, regulatory or other conditions. Interest Rate Risk Management The Partnership has interest rate risk exposure for changes in interest rates related to its outstanding borrowings. The Partnership manages its exposure to changes in interest rates through the use of a combination of fixed-rate and variable-rate debt. At September 30, 2015, the Partnership had $879 million of consolidated variable-rate borrowings under its revolving credit facility. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The Partnership applies fair value accounting for all assets and liabilities that are required to be measured at fair value under current accounting rules. The assets and liabilities measured at fair value on a recurring basis are comprised primarily of derivative instruments. The Partnership determines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The Partnership utilizes valuation techniques that maximize the use of observable inputs (levels 1 and 2) and minimize the use of unobservable inputs (level 3) within the fair value hierarchy established by the FASB. The Partnership generally applies a "market approach" to determine fair value. This method uses pricing and other information generated by market transactions for identical or comparable assets and liabilities. Assets and liabilities are classified within the fair value hierarchy based on the lowest level (least observable) input that is significant to the measurement in its entirety. The estimated fair value of the Partnership's financial instruments has been determined based on management's assessment of available market information and appropriate valuation methodologies. The Partnership's current assets (other than derivatives and inventories) and current liabilities (other than derivatives) are financial instruments and most of these items are recorded at cost in the condensed consolidated balance sheets. The estimated fair value of these financial instruments approximates their carrying value due to their short-term nature. The Partnership's derivatives are measured and recorded at fair value based on observable market prices (Note 14). The estimated fair values of the Partnership's senior notes are determined using observable market prices, as these notes are actively traded (level 1). The estimated aggregate fair value of the senior notes at September 30, 2015 was $3.49 billion, compared to the carrying amount of $4.07 billion. The estimated aggregate fair value of the senior notes at December 31, 2014 was $4.09 billion, compared to the carrying amount of $4.08 billion. For further information regarding the Partnership's fair value measurements, see Notes 3 and 14. |
Business Segment Information
Business Segment Information | 9 Months Ended |
Sep. 30, 2015 | |
Segment Reporting [Abstract] | |
Business Segment Information | Business Segment Information The following tables summarize condensed consolidated statements of comprehensive income information for the Partnership's business segments and reconcile total segment Adjusted EBITDA to net income attributable to the Partnership for the three and nine months ended September 30, 2015 and 2014, respectively: Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 (in millions) (in millions) Sales and other operating revenue (1) Crude Oil Pipelines $ 180 $ 144 $ 450 $ 413 Crude Oil Acquisition and Marketing 1,860 4,497 6,748 13,023 Terminal Facilities 375 298 1,012 868 Products Pipelines 82 46 222 127 Intersegment eliminations (90 ) (70 ) (251 ) (218 ) Total sales and other operating revenue $ 2,407 $ 4,915 $ 8,181 $ 14,213 Depreciation and amortization Crude Oil Pipelines $ 31 $ 25 $ 85 $ 73 Crude Oil Acquisition and Marketing 12 15 38 41 Terminal Facilities 37 29 106 83 Products Pipelines 22 8 49 23 Total depreciation and amortization $ 102 $ 77 $ 278 $ 220 Impairment charge and other matters Crude Oil Acquisition and Marketing $ 108 $ — $ 71 $ — Terminal Facilities (5 ) — (27 ) — Total impairment charge and other matters $ 103 $ — $ 44 $ — Adjusted EBITDA Crude Oil Pipelines $ 133 $ 95 $ 317 $ 292 Crude Oil Acquisition and Marketing (1 ) 66 71 131 Terminal Facilities 96 61 288 244 Products Pipelines 61 24 160 67 Total Adjusted EBITDA 289 246 836 734 Interest expense, net (37 ) (14 ) (97 ) (51 ) Depreciation and amortization expense (102 ) (77 ) (278 ) (220 ) Impairment charge and other matters (103 ) — (44 ) — Provision for income taxes (7 ) (8 ) (18 ) (21 ) Non-cash compensation expense (4 ) (4 ) (12 ) (12 ) Unrealized gains (losses) on commodity risk management activities 32 21 9 14 Amortization of excess equity method investment (1 ) (1 ) (2 ) (2 ) Proportionate share of unconsolidated affiliates' interest, depreciation and provision for income taxes (10 ) (6 ) (23 ) (17 ) Net Income 57 157 371 425 Less: Net income attributable to noncontrolling interests (1 ) (2 ) (2 ) (7 ) Less: Net income attributable to redeemable noncontrolling interests — — (1 ) — Net Income attributable to Sunoco Logistics Partners L.P. $ 56 $ 155 $ 368 $ 418 (1) Sales and other operating revenue includes the following amounts from ETP and its affiliates for the three and nine months ended September 30, 2015 and 2014: Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 (in millions) (in millions) Crude Oil Acquisition and Marketing $ — $ 231 $ 165 $ 842 Terminal Facilities 77 64 217 157 Products Pipelines 13 4 33 15 Total sales and other operating revenue $ 90 $ 299 $ 415 $ 1,014 The following table summarizes the identifiable assets for each segment as of September 30, 2015 and December 31, 2014: September 30, 2015 December 31, 2014 (in millions) Crude Oil Pipelines $ 4,202 $ 3,765 Crude Oil Acquisition and Marketing 2,947 3,329 Terminal Facilities 4,059 3,534 Products Pipelines 3,240 2,763 Corporate and other assets (1) 214 253 Total identifiable assets $ 14,662 $ 13,644 (1) Corporate and other assets consist of cash and cash equivalents, properties, plants and equipment and other assets. |
Supplemental Condensed Consolid
Supplemental Condensed Consolidating Financial Information | 9 Months Ended |
Sep. 30, 2015 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Supplemental Condensed Consolidating Financial Information | Supplemental Condensed Consolidating Financial Information The Partnership serves as guarantor of the senior notes. These guarantees are full and unconditional. For the purposes of this footnote, Sunoco Logistics Partners L.P. is referred to as "Parent Guarantor" and Sunoco Logistics Partners Operations L.P. is referred to as "Subsidiary Issuer." All other consolidated subsidiaries of the Partnership are collectively referred to as "Non-Guarantor Subsidiaries." The following supplemental condensed consolidating financial information reflects the Parent Guarantor's separate accounts, the Subsidiary Issuer's separate accounts, the combined accounts of the Non-Guarantor Subsidiaries, the combined consolidating adjustments and eliminations, and the Parent Guarantor's consolidated accounts for the dates and periods indicated. For purposes of the following condensed consolidating information, the Parent Guarantor's investments in its subsidiaries and the Subsidiary Issuer's investments in its subsidiaries are accounted for under the equity method of accounting. Condensed Consolidating Statement of Comprehensive Income (Loss) Three Months Ended September 30, 2015 (in millions, unaudited) Parent Guarantor Subsidiary Issuer Non-Guarantor Subsidiaries Consolidating Adjustments Total Revenues Sales and other operating revenue: Unaffiliated customers $ — $ — $ 2,317 $ — $ 2,317 Affiliates — — 90 — 90 Total Revenues — — 2,407 — 2,407 Costs and Expenses Cost of products sold — — 2,024 — 2,024 Operating expenses — — 58 — 58 Selling, general and administrative expenses — 1 25 — 26 Depreciation and amortization expense — — 102 — 102 Impairment charge and other matters — — 103 — 103 Total Costs and Expenses — 1 2,312 — 2,313 Operating Income — (1 ) 95 — 94 Interest cost and debt expense, net — (49 ) — — (49 ) Capitalized interest — 12 — — 12 Other income — — 7 — 7 Equity in earnings of subsidiaries 56 94 — (150 ) — Income (Loss) Before Provision for Income Taxes 56 56 102 (150 ) 64 Provision for income taxes — — (7 ) — (7 ) Net Income (Loss) 56 56 95 (150 ) 57 Less: Net income attributable to noncontrolling interests — — (1 ) — (1 ) Net Income (Loss) Attributable to Sunoco Logistics Partners L.P. $ 56 $ 56 $ 94 $ (150 ) $ 56 Comprehensive Income (Loss) $ 56 $ 56 — $ 95 $ (150 ) $ 57 Less: Comprehensive income attributable to noncontrolling interests — — (1 ) — (1 ) Comprehensive Income (Loss) Attributable to Sunoco Logistics Partners L.P. $ 56 $ 56 $ 94 $ (150 ) $ 56 Condensed Consolidating Statement of Comprehensive Income (Loss) Three Months Ended September 30, 2014 (in millions, unaudited) Parent Guarantor Subsidiary Issuer Non-Guarantor Subsidiaries Consolidating Adjustments Total Revenues Sales and other operating revenue: Unaffiliated customers $ — $ — $ 4,616 $ — $ 4,616 Affiliates — — 299 — 299 Total Revenues — — 4,915 — 4,915 Costs and Expenses Cost of products sold — — 4,581 — 4,581 Operating expenses — — 55 — 55 Selling, general and administrative expenses — — 30 — 30 Depreciation and amortization expense — — 77 — 77 Total Costs and Expenses — — 4,743 — 4,743 Operating Income — — 172 — 172 Interest cost and debt expense, net — (37 ) (1 ) — (38 ) Capitalized interest — 24 — — 24 Other income — — 7 — 7 Equity in earnings of subsidiaries 155 168 — (323 ) — Income (Loss) Before Provision for Income Taxes 155 155 178 (323 ) 165 Provision for income taxes — — (8 ) — (8 ) Net Income (Loss) 155 155 170 (323 ) 157 Less: Net income attributable to noncontrolling interests — — (2 ) — (2 ) Net Income (Loss) Attributable to Sunoco Logistics Partners L.P. $ 155 $ 155 $ 168 $ (323 ) $ 155 Comprehensive Income (Loss) $ 155 $ 155 $ 170 $ (323 ) $ 157 Less: Comprehensive income attributable to noncontrolling interests — — (2 ) — (2 ) Comprehensive Income (Loss) Attributable to Sunoco Logistics Partners L.P. $ 155 $ 155 $ 168 $ (323 ) $ 155 Condensed Consolidating Statement of Comprehensive Income (Loss) Nine Months Ended September 30, 2015 (in millions, unaudited) Parent Guarantor Subsidiary Issuer Non-Guarantor Subsidiaries Consolidating Adjustments Total Revenues Sales and other operating revenue: Unaffiliated customers $ — $ — $ 7,766 $ — $ 7,766 Affiliates — — 415 — 415 Total Revenues — — 8,181 — 8,181 Costs and Expenses Cost of products sold — — 7,154 — 7,154 Operating expenses — — 162 — 162 Selling, general and administrative expenses — 1 75 — 76 Depreciation and amortization expense — — 278 — 278 Impairment charge and other matters — — 44 — 44 Total Costs and Expenses — 1 7,713 — 7,714 Operating Income — (1 ) 468 — 467 Interest cost and debt expense, net — (149 ) (2 ) — (151 ) Capitalized interest — 54 — — 54 Other income — — 19 — 19 Equity in earnings of subsidiaries 368 464 — (832 ) — Income (Loss) Before Provision for Income Taxes 368 368 485 (832 ) 389 Provision for income taxes — — (18 ) — (18 ) Net Income (Loss) 368 368 467 (832 ) 371 Less: Net income attributable to noncontrolling interests — — (2 ) — (2 ) Less: Net income attributable to redeemable noncontrolling interests — — (1 ) — (1 ) Net Income (Loss) Attributable to Sunoco Logistics Partners L.P. $ 368 $ 368 $ 464 $ (832 ) $ 368 Comprehensive Income (Loss) $ 368 $ 368 $ 466 $ (832 ) $ 370 Less: Comprehensive income attributable to noncontrolling interests — — (2 ) — (2 ) Less: Comprehensive income attributable to redeemable noncontrolling interests — — (1 ) — (1 ) Comprehensive Income (Loss) Attributable to Sunoco Logistics Partners L.P. $ 368 $ 368 $ 463 $ (832 ) $ 367 Condensed Consolidating Statement of Comprehensive Income (Loss) Nine Months Ended September 30, 2014 (in millions, unaudited) Parent Guarantor Subsidiary Issuer Non-Guarantor Subsidiaries Consolidating Adjustments Total Revenues Sales and other operating revenue: Unaffiliated customers $ — $ — $ 13,199 $ — $ 13,199 Affiliates — — 1,014 — 1,014 Total Revenues — — 14,213 — 14,213 Costs and Expenses Cost of products sold — — 13,308 — 13,308 Operating expenses — — 124 — 124 Selling, general and administrative expenses — — 82 — 82 Depreciation and amortization expense — — 220 — 220 Total Costs and Expenses — — 13,734 — 13,734 Operating Income — — 479 — 479 Interest cost and debt expense, net — (98 ) (3 ) — (101 ) Capitalized interest — 50 — — 50 Other income — — 18 — 18 Equity in earnings of subsidiaries 418 466 — (884 ) — Income (Loss) Before Provision for Income Taxes 418 418 494 (884 ) 446 Provision for income taxes — — (21 ) — (21 ) Net Income (Loss) 418 418 473 (884 ) 425 Less: Net income attributable to noncontrolling interests — — (7 ) — (7 ) Net Income (Loss) Attributable to Sunoco Logistics Partners L.P. $ 418 $ 418 $ 466 $ (884 ) $ 418 Comprehensive Income (Loss) $ 418 $ 418 $ 474 $ (884 ) $ 426 Less: Comprehensive income attributable to noncontrolling interests — — (7 ) — (7 ) Comprehensive Income (Loss) Attributable to Sunoco Logistics Partners L.P. $ 418 $ 418 $ 467 $ (884 ) $ 419 Condensed Consolidating Balance Sheet September 30, 2015 (in millions, unaudited) Parent Guarantor Subsidiary Issuer Non-Guarantor Subsidiaries Consolidating Adjustments Total Assets Cash and cash equivalents $ — $ 45 $ — $ — $ 45 Accounts receivable, affiliated companies — 1 47 — 48 Accounts receivable, net — — 1,373 — 1,373 Inventories — — 647 — 647 Other current assets — — 7 — 7 Total Current Assets — 46 2,074 — 2,120 Properties, plants and equipment, net — — 10,078 — 10,078 Investment in affiliates 6,461 9,605 277 (16,066 ) 277 Goodwill — — 1,358 — 1,358 Intangible assets, net — — 731 — 731 Other assets — 31 67 — 98 Total Assets $ 6,461 $ 9,682 $ 14,585 $ (16,066 ) $ 14,662 Liabilities and Equity Accounts payable $ — $ — $ 1,334 $ — $ 1,334 Accounts payable, affiliated companies — — 51 — 51 Accrued liabilities — 64 117 — 181 Accrued taxes payable — — 44 — 44 Intercompany (1,272 ) (1,787 ) 3,059 — — Total Current Liabilities (1,272 ) (1,723 ) 4,605 — 1,610 Long-term debt — 4,944 — — 4,944 Other deferred credits and liabilities — — 81 — 81 Deferred income taxes — — 244 — 244 Total Liabilities (1,272 ) 3,221 4,930 — 6,879 Redeemable noncontrolling interests — — 15 — 15 Total Equity 7,733 6,461 9,640 (16,066 ) 7,768 Total Liabilities and Equity $ 6,461 $ 9,682 $ 14,585 $ (16,066 ) $ 14,662 Condensed Consolidating Balance Sheet December 31, 2014 (in millions) Parent Guarantor Subsidiary Issuer Non-Guarantor Subsidiaries Consolidating Adjustments Total Assets Cash and cash equivalents $ — $ 101 $ — $ — $ 101 Accounts receivable, affiliated companies — 3 6 — 9 Accounts receivable, net — — 1,766 — 1,766 Inventories — — 470 — 470 Other current assets — — 3 — 3 Total Current Assets — 104 2,245 — 2,349 Properties, plants and equipment, net — — 8,849 — 8,849 Investment in affiliates 6,189 9,168 226 (15,357 ) 226 Goodwill — — 1,358 — 1,358 Intangible assets, net — — 770 — 770 Other assets — 28 64 — 92 Total Assets $ 6,189 $ 9,300 $ 13,512 $ (15,357 ) $ 13,644 Liabilities and Equity Accounts payable $ — $ — $ 1,934 $ — $ 1,934 Accounts payable, affiliated companies — — 21 — 21 Accrued liabilities — 58 246 — 304 Accrued taxes payable — — 52 — 52 Intercompany (489 ) (1,172 ) 1,661 — — Total Current Liabilities (489 ) (1,114 ) 3,914 — 2,311 Long-term debt — 4,225 35 — 4,260 Other deferred credits and liabilities — — 71 — 71 Deferred income taxes — — 249 — 249 Total Liabilities (489 ) 3,111 4,269 — 6,891 Redeemable noncontrolling interests — — 15 — 15 Total Equity 6,678 6,189 9,228 (15,357 ) 6,738 Total Liabilities and Equity $ 6,189 $ 9,300 $ 13,512 $ (15,357 ) $ 13,644 Condensed Consolidating Statement of Cash Flows Nine Months Ended September 30, 2015 (in millions, unaudited) Parent Guarantor Subsidiary Issuer Non-Guarantor Subsidiaries Consolidating Adjustments Total Net Cash Flows provided by (used in) Operating Activities $ 368 $ 365 $ 396 $ (832 ) $ 297 Cash Flows provided by (used in) Investing Activities: Capital expenditures — — (1,678 ) — (1,678 ) Acquisitions, net of cash received — — (131 ) — (131 ) Change in long-term note receivable — — (14 ) — (14 ) Intercompany (1,150 ) (1,111 ) 1,429 832 — Net cash provided by (used in) investing activities (1,150 ) (1,111 ) (394 ) 832 (1,823 ) Cash Flows provided by (used in) Financing Activities: Distributions paid to limited and general partners (491 ) — — — (491 ) Distributions paid to noncontrolling interests (1 ) — — — (1 ) Net proceeds from issuance of limited partner units 1,274 — — — 1,274 Payments of statutory withholding on net issuance of limited partner units under LTIP — — (10 ) — (10 ) Repayments under credit facilities — (1,760 ) — — (1,760 ) Borrowings under credit facilities — 2,454 — — 2,454 Contributions attributable to acquisition from affiliate — — 8 — 8 Other — (4 ) — — (4 ) Net cash provided by (used in) financing activities 782 690 (2 ) — 1,470 Net change in cash and cash equivalents — (56 ) — — (56 ) Cash and cash equivalents at beginning of period — 101 — — 101 Cash and cash equivalents at end of period $ — $ 45 $ — $ — $ 45 Condensed Consolidating Statement of Cash Flows Nine Months Ended September 30, 2014 (in millions, unaudited) Parent Guarantor Subsidiary Issuer Non-Guarantor Subsidiaries Consolidating Adjustments Total Net Cash Flows provided by (used in) Operating Activities $ 417 $ 379 $ 414 $ (884 ) $ 326 Cash Flows provided by (used in) Investing Activities: Capital expenditures — — (1,826 ) — (1,826 ) Investment in joint venture interests — — (42 ) — (42 ) Acquisitions, net of cash received — — (65 ) — (65 ) Change in long-term note receivable — — (11 ) — (11 ) Intercompany (890 ) (1,551 ) 1,557 884 — Net cash provided by (used in) investing activities (890 ) (1,551 ) (387 ) 884 (1,944 ) Cash Flows provided by (used in) Financing Activities: Distributions paid to limited and general partners (335 ) — — — (335 ) Distributions paid to noncontrolling interests (4 ) — — — (4 ) Contributions from general partner 2 — — — 2 Net proceeds from issuance of limited partner units 593 — — — 593 Payments of statutory withholding on net issuance of limited partner units under LTIP — — (6 ) — (6 ) Repayments under credit facilities — (1,770 ) — — (1,770 ) Borrowings under credit facilities — 2,095 — — 2,095 Net proceeds from issuance of long-term debt — 989 — — 989 Repayment of senior notes — (175 ) — — (175 ) Advances to affiliated companies, net 217 79 (57 ) — 239 Contributions attributable to acquisition from affiliate — — 9 — 9 Net cash provided by financing activities 473 1,218 (54 ) — 1,637 Net change in cash and cash equivalents — 46 (27 ) — 19 Cash and cash equivalents at beginning of period — 12 27 — 39 Cash and cash equivalents at end of period $ — $ 58 $ — $ — $ 58 |
Net Income Attributable to Su23
Net Income Attributable to Sunoco Logistics Partners L.P. Per Limited Partner Unit (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Earnings Per Share [Abstract] | |
Schedule of Weighted Average Number of Basic and Diluted Units | The following table sets forth the reconciliation of the weighted average number of limited partner units used to compute basic net income attributable to SXL per limited partner unit to those used to compute diluted net income attributable to SXL per limited partner unit for the three and nine months ended September 30, 2015 and 2014: Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 (in millions) (in millions) Weighted average number of units outstanding, basic 255.0 212.5 244.3 209.6 Add effect of dilutive incentive awards (1) — 1.3 0.9 1.2 Weighted average number of units, diluted 255.0 213.8 245.2 210.8 |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | The components of inventories are as follows: September 30, 2015 December 31, 2014 (in millions) Crude oil $ 461 $ 364 Refined products and NGLs 168 90 Refined products additives 3 4 Materials, supplies and other 15 12 Total Inventories $ 647 $ 470 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Components of Intangible Assets | The components of intangible assets are as follows: Weighted Average Amortization Period September 30, 2015 December 31, 2014 (in years) (in millions) Gross Customer relationships 18 $ 836 $ 836 Technology 10 47 47 Total gross 883 883 Accumulated amortization Customer relationships (138 ) (102 ) Technology (14 ) (11 ) Total accumulated amortization (152 ) (113 ) Total Net $ 731 $ 770 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Debt Disclosure [Abstract] | |
Partnership's Debt Balances | The components of the Partnership's debt balance are as follows: September 30, 2015 December 31, 2014 Credit Facilities (in millions) $2.50 billion Credit Facility, due March 2020 (1) $ 879 $ 150 $35 million Credit Facility, matured and repaid April 2015 — 35 Senior Notes Senior Notes - 6.125%, due May 2016 (2) 175 175 Senior Notes - 5.50%, due February 2020 250 250 Senior Notes - 4.65%, due February 2022 300 300 Senior Notes - 3.45%, due January 2023 350 350 Senior Notes - 4.25% due April 2024 500 500 Senior Notes - 6.85%, due February 2040 250 250 Senior Notes - 6.10%, due February 2042 300 300 Senior Notes - 4.95%, due January 2043 350 350 Senior Notes - 5.30% due April 2044 700 700 Senior Notes - 5.35% due May 2045 800 800 Unamortized fair value adjustments 96 106 Total debt 4,950 4,266 Less: Unamortized bond discount (6 ) (6 ) Long-term debt $ 4,944 $ 4,260 |
Equity (Tables)
Equity (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Equity [Abstract] | |
Changes in Number of Units Outstanding | The changes in the number of units outstanding from January 1, 2014 through September 30, 2015 are as follows: Common Units (in millions) Balance at January 1, 2014 207.7 Units issued in public offering 7.7 Units issued under ATM program 10.3 Units issued under incentive plans 0.4 Balance at December 31, 2014 226.1 Units issued in public offering 15.5 Units issued under ATM program 17.2 Units issued under incentive plans 0.4 Balance at September 30, 2015 259.2 |
Cash Distributions (Tables)
Cash Distributions (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Equity [Abstract] | |
Schedule Of Distributions Made To General And Limited Partners | The following table shows the target distribution levels and distribution "splits" between the general partner and the holders of the Partnership's common units through September 30, 2015: Marginal Percentage Interest in Distributions Total Quarterly Distribution Target Amount General Partner Unitholders Minimum Quarterly Distribution $0.0750 2 % 98 % First Target Distribution up to $0.0833 2 % 98 % Second Target Distribution above $0.0833 up to $0.0958 15 % (1) 85 % Third Target Distribution above $0.0958 up to $0.2638 37 % (1) 63 % Thereafter above $0.2638 50 % (1) 50 % (1) Includes general partner interest. |
Schedule of Cash Distribution to Limited and General Partners | The distributions paid by the Partnership for the periods presented were as follows: Cash Distribution Payment Date Cash Distribution per Limited Partner Unit Total Cash Distribution to the Limited Partners Total Cash Distribution to the General Partner (in millions) (in millions) August 14, 2015 $ 0.4380 $ 111 $ 69 May 15, 2015 $ 0.4190 $ 103 $ 62 February 13, 2015 $ 0.4000 $ 92 $ 54 November 14, 2014 $ 0.3825 $ 84 $ 49 August 14, 2014 $ 0.3650 $ 77 $ 43 May 15, 2014 $ 0.3475 $ 72 $ 39 February 14, 2014 $ 0.3312 $ 69 $ 35 |
Derivatives and Risk Manageme29
Derivatives and Risk Management (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Instruments, Gain (Loss) in Statement of Financial Performance | The following table sets forth the impact of derivatives on the Partnership's results of operations for the three and nine months ended September 30, 2015 and 2014: Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Location of Gains (Losses) Recognized in Earnings (in millions) (in millions) Commodity contracts not designated as cash flow hedging instruments: Sales and other operating revenue $ 47 $ 22 $ 39 $ 13 Cost of products sold (14 ) (3 ) (24 ) (3 ) $ 33 $ 19 $ 15 $ 10 |
Business Segment Information (T
Business Segment Information (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Segment Reporting [Abstract] | |
Segment Reporting Information | The following tables summarize condensed consolidated statements of comprehensive income information for the Partnership's business segments and reconcile total segment Adjusted EBITDA to net income attributable to the Partnership for the three and nine months ended September 30, 2015 and 2014, respectively: Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 (in millions) (in millions) Sales and other operating revenue (1) Crude Oil Pipelines $ 180 $ 144 $ 450 $ 413 Crude Oil Acquisition and Marketing 1,860 4,497 6,748 13,023 Terminal Facilities 375 298 1,012 868 Products Pipelines 82 46 222 127 Intersegment eliminations (90 ) (70 ) (251 ) (218 ) Total sales and other operating revenue $ 2,407 $ 4,915 $ 8,181 $ 14,213 Depreciation and amortization Crude Oil Pipelines $ 31 $ 25 $ 85 $ 73 Crude Oil Acquisition and Marketing 12 15 38 41 Terminal Facilities 37 29 106 83 Products Pipelines 22 8 49 23 Total depreciation and amortization $ 102 $ 77 $ 278 $ 220 Impairment charge and other matters Crude Oil Acquisition and Marketing $ 108 $ — $ 71 $ — Terminal Facilities (5 ) — (27 ) — Total impairment charge and other matters $ 103 $ — $ 44 $ — Adjusted EBITDA Crude Oil Pipelines $ 133 $ 95 $ 317 $ 292 Crude Oil Acquisition and Marketing (1 ) 66 71 131 Terminal Facilities 96 61 288 244 Products Pipelines 61 24 160 67 Total Adjusted EBITDA 289 246 836 734 Interest expense, net (37 ) (14 ) (97 ) (51 ) Depreciation and amortization expense (102 ) (77 ) (278 ) (220 ) Impairment charge and other matters (103 ) — (44 ) — Provision for income taxes (7 ) (8 ) (18 ) (21 ) Non-cash compensation expense (4 ) (4 ) (12 ) (12 ) Unrealized gains (losses) on commodity risk management activities 32 21 9 14 Amortization of excess equity method investment (1 ) (1 ) (2 ) (2 ) Proportionate share of unconsolidated affiliates' interest, depreciation and provision for income taxes (10 ) (6 ) (23 ) (17 ) Net Income 57 157 371 425 Less: Net income attributable to noncontrolling interests (1 ) (2 ) (2 ) (7 ) Less: Net income attributable to redeemable noncontrolling interests — — (1 ) — Net Income attributable to Sunoco Logistics Partners L.P. $ 56 $ 155 $ 368 $ 418 (1) Sales and other operating revenue includes the following amounts from ETP and its affiliates for the three and nine months ended September 30, 2015 and 2014: Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 (in millions) (in millions) Crude Oil Acquisition and Marketing $ — $ 231 $ 165 $ 842 Terminal Facilities 77 64 217 157 Products Pipelines 13 4 33 15 Total sales and other operating revenue $ 90 $ 299 $ 415 $ 1,014 |
Sales and Other Operating Revenue by Segment | Sales and other operating revenue includes the following amounts from ETP and its affiliates for the three and nine months ended September 30, 2015 and 2014: Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 (in millions) (in millions) Crude Oil Acquisition and Marketing $ — $ 231 $ 165 $ 842 Terminal Facilities 77 64 217 157 Products Pipelines 13 4 33 15 Total sales and other operating revenue $ 90 $ 299 $ 415 $ 1,014 |
Identifiable Assets by Segment | The following table summarizes the identifiable assets for each segment as of September 30, 2015 and December 31, 2014: September 30, 2015 December 31, 2014 (in millions) Crude Oil Pipelines $ 4,202 $ 3,765 Crude Oil Acquisition and Marketing 2,947 3,329 Terminal Facilities 4,059 3,534 Products Pipelines 3,240 2,763 Corporate and other assets (1) 214 253 Total identifiable assets $ 14,662 $ 13,644 (1) Corporate and other assets consist of cash and cash equivalents, properties, plants and equipment and other assets. |
Supplemental Condensed Consol31
Supplemental Condensed Consolidating Financial Information (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Condensed Financial Information of Parent Company Only Disclosure [Abstract] | |
Condensed Consolidating Statement of Comprehensive Income (Loss) | Condensed Consolidating Statement of Comprehensive Income (Loss) Three Months Ended September 30, 2015 (in millions, unaudited) Parent Guarantor Subsidiary Issuer Non-Guarantor Subsidiaries Consolidating Adjustments Total Revenues Sales and other operating revenue: Unaffiliated customers $ — $ — $ 2,317 $ — $ 2,317 Affiliates — — 90 — 90 Total Revenues — — 2,407 — 2,407 Costs and Expenses Cost of products sold — — 2,024 — 2,024 Operating expenses — — 58 — 58 Selling, general and administrative expenses — 1 25 — 26 Depreciation and amortization expense — — 102 — 102 Impairment charge and other matters — — 103 — 103 Total Costs and Expenses — 1 2,312 — 2,313 Operating Income — (1 ) 95 — 94 Interest cost and debt expense, net — (49 ) — — (49 ) Capitalized interest — 12 — — 12 Other income — — 7 — 7 Equity in earnings of subsidiaries 56 94 — (150 ) — Income (Loss) Before Provision for Income Taxes 56 56 102 (150 ) 64 Provision for income taxes — — (7 ) — (7 ) Net Income (Loss) 56 56 95 (150 ) 57 Less: Net income attributable to noncontrolling interests — — (1 ) — (1 ) Net Income (Loss) Attributable to Sunoco Logistics Partners L.P. $ 56 $ 56 $ 94 $ (150 ) $ 56 Comprehensive Income (Loss) $ 56 $ 56 — $ 95 $ (150 ) $ 57 Less: Comprehensive income attributable to noncontrolling interests — — (1 ) — (1 ) Comprehensive Income (Loss) Attributable to Sunoco Logistics Partners L.P. $ 56 $ 56 $ 94 $ (150 ) $ 56 Condensed Consolidating Statement of Comprehensive Income (Loss) Three Months Ended September 30, 2014 (in millions, unaudited) Parent Guarantor Subsidiary Issuer Non-Guarantor Subsidiaries Consolidating Adjustments Total Revenues Sales and other operating revenue: Unaffiliated customers $ — $ — $ 4,616 $ — $ 4,616 Affiliates — — 299 — 299 Total Revenues — — 4,915 — 4,915 Costs and Expenses Cost of products sold — — 4,581 — 4,581 Operating expenses — — 55 — 55 Selling, general and administrative expenses — — 30 — 30 Depreciation and amortization expense — — 77 — 77 Total Costs and Expenses — — 4,743 — 4,743 Operating Income — — 172 — 172 Interest cost and debt expense, net — (37 ) (1 ) — (38 ) Capitalized interest — 24 — — 24 Other income — — 7 — 7 Equity in earnings of subsidiaries 155 168 — (323 ) — Income (Loss) Before Provision for Income Taxes 155 155 178 (323 ) 165 Provision for income taxes — — (8 ) — (8 ) Net Income (Loss) 155 155 170 (323 ) 157 Less: Net income attributable to noncontrolling interests — — (2 ) — (2 ) Net Income (Loss) Attributable to Sunoco Logistics Partners L.P. $ 155 $ 155 $ 168 $ (323 ) $ 155 Comprehensive Income (Loss) $ 155 $ 155 $ 170 $ (323 ) $ 157 Less: Comprehensive income attributable to noncontrolling interests — — (2 ) — (2 ) Comprehensive Income (Loss) Attributable to Sunoco Logistics Partners L.P. $ 155 $ 155 $ 168 $ (323 ) $ 155 |
Condensed Consolidating Balance Sheet | Condensed Consolidating Balance Sheet September 30, 2015 (in millions, unaudited) Parent Guarantor Subsidiary Issuer Non-Guarantor Subsidiaries Consolidating Adjustments Total Assets Cash and cash equivalents $ — $ 45 $ — $ — $ 45 Accounts receivable, affiliated companies — 1 47 — 48 Accounts receivable, net — — 1,373 — 1,373 Inventories — — 647 — 647 Other current assets — — 7 — 7 Total Current Assets — 46 2,074 — 2,120 Properties, plants and equipment, net — — 10,078 — 10,078 Investment in affiliates 6,461 9,605 277 (16,066 ) 277 Goodwill — — 1,358 — 1,358 Intangible assets, net — — 731 — 731 Other assets — 31 67 — 98 Total Assets $ 6,461 $ 9,682 $ 14,585 $ (16,066 ) $ 14,662 Liabilities and Equity Accounts payable $ — $ — $ 1,334 $ — $ 1,334 Accounts payable, affiliated companies — — 51 — 51 Accrued liabilities — 64 117 — 181 Accrued taxes payable — — 44 — 44 Intercompany (1,272 ) (1,787 ) 3,059 — — Total Current Liabilities (1,272 ) (1,723 ) 4,605 — 1,610 Long-term debt — 4,944 — — 4,944 Other deferred credits and liabilities — — 81 — 81 Deferred income taxes — — 244 — 244 Total Liabilities (1,272 ) 3,221 4,930 — 6,879 Redeemable noncontrolling interests — — 15 — 15 Total Equity 7,733 6,461 9,640 (16,066 ) 7,768 Total Liabilities and Equity $ 6,461 $ 9,682 $ 14,585 $ (16,066 ) $ 14,662 Condensed Consolidating Balance Sheet December 31, 2014 (in millions) Parent Guarantor Subsidiary Issuer Non-Guarantor Subsidiaries Consolidating Adjustments Total Assets Cash and cash equivalents $ — $ 101 $ — $ — $ 101 Accounts receivable, affiliated companies — 3 6 — 9 Accounts receivable, net — — 1,766 — 1,766 Inventories — — 470 — 470 Other current assets — — 3 — 3 Total Current Assets — 104 2,245 — 2,349 Properties, plants and equipment, net — — 8,849 — 8,849 Investment in affiliates 6,189 9,168 226 (15,357 ) 226 Goodwill — — 1,358 — 1,358 Intangible assets, net — — 770 — 770 Other assets — 28 64 — 92 Total Assets $ 6,189 $ 9,300 $ 13,512 $ (15,357 ) $ 13,644 Liabilities and Equity Accounts payable $ — $ — $ 1,934 $ — $ 1,934 Accounts payable, affiliated companies — — 21 — 21 Accrued liabilities — 58 246 — 304 Accrued taxes payable — — 52 — 52 Intercompany (489 ) (1,172 ) 1,661 — — Total Current Liabilities (489 ) (1,114 ) 3,914 — 2,311 Long-term debt — 4,225 35 — 4,260 Other deferred credits and liabilities — — 71 — 71 Deferred income taxes — — 249 — 249 Total Liabilities (489 ) 3,111 4,269 — 6,891 Redeemable noncontrolling interests — — 15 — 15 Total Equity 6,678 6,189 9,228 (15,357 ) 6,738 Total Liabilities and Equity $ 6,189 $ 9,300 $ 13,512 $ (15,357 ) $ 13,644 |
Condensed Consolidating Statement of Cash Flows | Condensed Consolidating Statement of Cash Flows Nine Months Ended September 30, 2015 (in millions, unaudited) Parent Guarantor Subsidiary Issuer Non-Guarantor Subsidiaries Consolidating Adjustments Total Net Cash Flows provided by (used in) Operating Activities $ 368 $ 365 $ 396 $ (832 ) $ 297 Cash Flows provided by (used in) Investing Activities: Capital expenditures — — (1,678 ) — (1,678 ) Acquisitions, net of cash received — — (131 ) — (131 ) Change in long-term note receivable — — (14 ) — (14 ) Intercompany (1,150 ) (1,111 ) 1,429 832 — Net cash provided by (used in) investing activities (1,150 ) (1,111 ) (394 ) 832 (1,823 ) Cash Flows provided by (used in) Financing Activities: Distributions paid to limited and general partners (491 ) — — — (491 ) Distributions paid to noncontrolling interests (1 ) — — — (1 ) Net proceeds from issuance of limited partner units 1,274 — — — 1,274 Payments of statutory withholding on net issuance of limited partner units under LTIP — — (10 ) — (10 ) Repayments under credit facilities — (1,760 ) — — (1,760 ) Borrowings under credit facilities — 2,454 — — 2,454 Contributions attributable to acquisition from affiliate — — 8 — 8 Other — (4 ) — — (4 ) Net cash provided by (used in) financing activities 782 690 (2 ) — 1,470 Net change in cash and cash equivalents — (56 ) — — (56 ) Cash and cash equivalents at beginning of period — 101 — — 101 Cash and cash equivalents at end of period $ — $ 45 $ — $ — $ 45 Condensed Consolidating Statement of Cash Flows Nine Months Ended September 30, 2014 (in millions, unaudited) Parent Guarantor Subsidiary Issuer Non-Guarantor Subsidiaries Consolidating Adjustments Total Net Cash Flows provided by (used in) Operating Activities $ 417 $ 379 $ 414 $ (884 ) $ 326 Cash Flows provided by (used in) Investing Activities: Capital expenditures — — (1,826 ) — (1,826 ) Investment in joint venture interests — — (42 ) — (42 ) Acquisitions, net of cash received — — (65 ) — (65 ) Change in long-term note receivable — — (11 ) — (11 ) Intercompany (890 ) (1,551 ) 1,557 884 — Net cash provided by (used in) investing activities (890 ) (1,551 ) (387 ) 884 (1,944 ) Cash Flows provided by (used in) Financing Activities: Distributions paid to limited and general partners (335 ) — — — (335 ) Distributions paid to noncontrolling interests (4 ) — — — (4 ) Contributions from general partner 2 — — — 2 Net proceeds from issuance of limited partner units 593 — — — 593 Payments of statutory withholding on net issuance of limited partner units under LTIP — — (6 ) — (6 ) Repayments under credit facilities — (1,770 ) — — (1,770 ) Borrowings under credit facilities — 2,095 — — 2,095 Net proceeds from issuance of long-term debt — 989 — — 989 Repayment of senior notes — (175 ) — — (175 ) Advances to affiliated companies, net 217 79 (57 ) — 239 Contributions attributable to acquisition from affiliate — — 9 — 9 Net cash provided by financing activities 473 1,218 (54 ) — 1,637 Net change in cash and cash equivalents — 46 (27 ) — 19 Cash and cash equivalents at beginning of period — 12 27 — 39 Cash and cash equivalents at end of period $ — $ 58 $ — $ — $ 58 |
Organization and Basis of Pre32
Organization and Basis of Presentation - Additional Information (Detail) | 9 Months Ended |
Sep. 30, 2015state | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of states with operations | 35 |
Minimum voting interest for controlling financial interest | 50.00% |
Change in Business and Other 33
Change in Business and Other Matters - Additional Information (Detail) bbl in Thousands, shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | |||||
Mar. 31, 2014USD ($)mi | Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) | Oct. 08, 2015USD ($)sharesbbl | Dec. 31, 2014USD ($) | Jun. 30, 2014 | Dec. 31, 2013 | |
Changes In Business And Other Matters [Line Items] | |||||||
Contributions to joint venture | $ 277 | $ 226 | |||||
Investment in joint venture interests | $ 0 | $ 42 | |||||
Bayou Bridge [Member] | |||||||
Changes In Business And Other Matters [Line Items] | |||||||
Equity method investment, ownership percentage | 30.00% | ||||||
Parent company's ownership percentage in joint venture | 30.00% | ||||||
Bayview Refining Company, LLC [Member] | |||||||
Changes In Business And Other Matters [Line Items] | |||||||
Equity method investment, ownership percentage | 49.00% | ||||||
Contributions to joint venture made by joint owners | $ 54 | ||||||
Explorer Pipeline Company [Member] | |||||||
Changes In Business And Other Matters [Line Items] | |||||||
Equity method investment, ownership percentage | 13.30% | 9.40% | |||||
Investment in joint venture interests | $ 42 | ||||||
Pipeline length, in miles | mi | 1,850 | ||||||
Subsequent Event [Member] | Bakken Pipeline [Member] | |||||||
Changes In Business And Other Matters [Line Items] | |||||||
Pipeline throughput capacity, in barrels | bbl | 450 | ||||||
Pipeline throughput capacity, target, in barrels | bbl | 570 | ||||||
Equity method investment, ownership percentage | 30.00% | ||||||
Parent company's ownership percentage in joint venture | 45.00% | ||||||
Contributions to joint venture | $ 382 | ||||||
Common Class B [Member] | Subsequent Event [Member] | |||||||
Changes In Business And Other Matters [Line Items] | |||||||
Class B units issued | shares | 9.4 | ||||||
Common Class B [Member] | Subsequent Event [Member] | Bakken Pipeline [Member] | |||||||
Changes In Business And Other Matters [Line Items] | |||||||
Class B units issued | shares | 9.4 |
Acquisitions - Additional Detai
Acquisitions - Additional Details (Details) - USD ($) $ in Millions | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||
Jan. 31, 2015 | Dec. 31, 2014 | Mar. 31, 2015 | Jun. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Business Acquisition [Line Items] | ||||||
Acquisition of a noncontrolling interest in a consolidated subsidiary | $ 131 | |||||
Payments to acquire businesses, net of cash acquired | 131 | $ 65 | ||||
Goodwill | $ 1,358 | 1,358 | ||||
Redeemable noncontrolling interests | $ 15 | $ 15 | ||||
West Texas Gulf Pipeline [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Business acquisition, percentage of voting interests acquired | 28.30% | |||||
Ownership interest percentage | 88.60% | |||||
Acquisition of a noncontrolling interest in a consolidated subsidiary | $ 131 | $ 325 | ||||
Partners Equity [Member] | West Texas Gulf Pipeline [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Acquisition of a noncontrolling interest in a consolidated subsidiary | 259 | $ 105 | ||||
Noncontrolling Interests | West Texas Gulf Pipeline [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Acquisition of a noncontrolling interest in a consolidated subsidiary | $ 66 | $ 26 | ||||
Acquisitions, Total [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Payments to acquire businesses, net of cash acquired | $ 65 | |||||
Inventory | 22 | |||||
Properties, plants, and equipment | 14 | |||||
Intangible assets | 28 | |||||
Goodwill | 13 | |||||
Redeemable noncontrolling interests | $ 15 | |||||
Price River Terminal, LLC [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Business acquisition, percentage of voting interests acquired | 55.00% |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) - USD ($) $ in Millions | 6 Months Ended | 9 Months Ended | ||
Jun. 30, 2014 | Sep. 30, 2015 | Nov. 01, 2015 | Jun. 30, 2013 | |
Related Party Transaction [Line Items] | ||||
General partnership interest | 2.00% | 2.00% | ||
Marcus Hook Facility [Member] | ||||
Related Party Transaction [Line Items] | ||||
Contributions attributable to acquisition from affiliate (total to be received) | $ 40 | |||
Subsequent Event [Member] | ||||
Related Party Transaction [Line Items] | ||||
Limited partner interest held by parent | 28.30% |
Net Income Attributable to Su36
Net Income Attributable to Sunoco Logistics Partners L.P. Per Limited Partner Unit - Schedule of Weighted Average Number of Basic and Diluted Units (Detail) - shares shares in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Earnings Per Share [Abstract] | ||||
Weighted average number of units outstanding, basic (in shares) | 255 | 212.5 | 244.3 | 209.6 |
Add effect of dilutive incentive awards (in shares) | 0 | 1.3 | 0.9 | 1.2 |
Weighted average number of units, diluted (in shares) | 255 | 213.8 | 245.2 | 210.8 |
Net Income Attributable to Su37
Net Income Attributable to Sunoco Logistics Partners L.P. Per Limited Partner Unit - Additional Information (Detail) $ in Millions | 3 Months Ended | 6 Months Ended | 9 Months Ended | ||
Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) | Jun. 30, 2014 | Sep. 30, 2015USD ($)$ / PartnershipUnit | Sep. 30, 2014USD ($) | |
Earnings Per Share [Abstract] | |||||
General partnership interest | 2.00% | 2.00% | |||
Maximum incentive percentage distribution received by general partner | 50.00% | ||||
Incentive distribution, minimum threshold (in dollars per share) | 0.0833 | ||||
Net income (loss) allocated to General Partners | $ | $ 74 | $ 49 | $ 205 | $ 131 | |
Percentage of net income attributable to Sunoco Logistics Partners L.P | 132.00% | 32.00% | 56.00% | 31.00% |
Inventories - Schedule of Inven
Inventories - Schedule of Inventories (Detail) - USD ($) $ in Millions | Sep. 30, 2015 | Dec. 31, 2014 |
Inventory Disclosure [Abstract] | ||
Crude oil | $ 461 | $ 364 |
Refined products and NGLs | 168 | 90 |
Refined products additives | 3 | 4 |
Materials, supplies and other | 15 | 12 |
Total Inventories | $ 647 | $ 470 |
Inventories - Additional Inform
Inventories - Additional Information (Details) - USD ($) $ in Millions | Sep. 30, 2015 | Dec. 31, 2014 |
Crude oil [Member] | ||
Inventory [Line Items] | ||
Lower of cost or market reserves | $ 302 | $ 231 |
Products [Member] | ||
Inventory [Line Items] | ||
Lower of cost or market reserves | $ 27 |
Goodwill and Intangible Asset40
Goodwill and Intangible Assets - Components of Intangible Assets (Detail) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2015 | Dec. 31, 2014 | |
Finite-Lived Intangible Assets [Line Items] | ||
Total gross | $ 883 | $ 883 |
Total accumulated amortization | (152) | (113) |
Total Net | $ 731 | 770 |
Customer Relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted average amortization period | 18 years | |
Total gross | $ 836 | 836 |
Total accumulated amortization | $ (138) | (102) |
Technology [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted average amortization period | 10 years | |
Total gross | $ 47 | 47 |
Total accumulated amortization | $ (14) | $ (11) |
Goodwill and Intangible Asset41
Goodwill and Intangible Assets - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||||
Amortization expense of intangible assets | $ 13 | $ 14 | $ 39 | $ 39 | |
Forecasted annual amortization expense in 2015 | 52 | 52 | |||
Forecasted annual amortization expense in 2016 | 51 | 51 | |||
Forecasted annual amortization expense in 2017 | 52 | 52 | |||
Forecasted annual amortization expense in 2018 | 52 | 52 | |||
Forecasted annual amortization expense in 2019 | 52 | 52 | |||
Goodwill | $ 1,358 | $ 1,358 | $ 1,358 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Income Tax Disclosure [Abstract] | ||
Federal statutory rate | 35.00% | 35.00% |
Debt - Partnership's Debt Balan
Debt - Partnership's Debt Balances (Detail) - USD ($) $ in Millions | Sep. 30, 2015 | Dec. 31, 2014 | ||
Debt Instrument [Line Items] | ||||
Senior notes | $ 4,070 | $ 4,080 | ||
Unamortized fair value adjustments | 96 | 106 | ||
Total debt | 4,950 | 4,266 | ||
Less: Unamortized bond discount | (6) | (6) | ||
Long-term debt | 4,944 | 4,260 | ||
$2.5 billion Credit Facility, due March 2020 [Member] | ||||
Debt Instrument [Line Items] | ||||
Credit facility | 879 | [1] | 150 | |
$35 million Credit Facility, matured and repaid April 2015 [Member] | ||||
Debt Instrument [Line Items] | ||||
Credit facility | 0 | 35 | ||
Senior Notes - 6.125%, due May 2016 [Member] | ||||
Debt Instrument [Line Items] | ||||
Senior notes | [2] | 175 | 175 | |
Senior Notes - 5.50%, due February 2020 [Member] | ||||
Debt Instrument [Line Items] | ||||
Senior notes | 250 | 250 | ||
Senior Notes - 4.65%, due February 2022 [Member] | ||||
Debt Instrument [Line Items] | ||||
Senior notes | 300 | 300 | ||
Senior Notes - 3.45%, due January 2023 [Member] | ||||
Debt Instrument [Line Items] | ||||
Senior notes | 350 | 350 | ||
Senior Notes - 4.25%, due April 2024 [Member] | ||||
Debt Instrument [Line Items] | ||||
Senior notes | 500 | 500 | ||
Senior Notes - 6.85%, due February 2040 [Member] | ||||
Debt Instrument [Line Items] | ||||
Senior notes | 250 | 250 | ||
Senior Notes - 6.10%, due February 2042 [Member] | ||||
Debt Instrument [Line Items] | ||||
Senior notes | 300 | 300 | ||
Senior Notes - 4.95%, due January 2043 [Member] | ||||
Debt Instrument [Line Items] | ||||
Senior notes | 350 | 350 | ||
Senior Notes - 5.30%, due April 2044 [Member] | ||||
Debt Instrument [Line Items] | ||||
Senior notes | 700 | 700 | ||
Senior Notes - 5.35%, due May 2045 [Member] | ||||
Debt Instrument [Line Items] | ||||
Senior notes | $ 800 | $ 800 | ||
[1] | (1) Includes $44 million of commercial paper issued at September 30, 2015. | |||
[2] | The 6.125 percent Senior Notes were classified as long-term debt at September 30, 2015 as the Partnership has the ability and intent to refinance such borrowings on a long-term basis. |
Debt - Partnership's Debt Bal44
Debt - Partnership's Debt Balances (Phantoms) (Detail) - USD ($) | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Mar. 31, 2015 | Dec. 31, 2014 | |
Debt Instrument [Line Items] | ||||
Commercial paper | $ 44,000,000 | |||
$2.5 billion Credit Facility, due March 2020 [Member] | ||||
Debt Instrument [Line Items] | ||||
Revolving credit facility | $ 2,500,000,000 | $ 2,500,000,000 | $ 2,500,000,000 | |
Debt instrument maturity | March 2,020 | March 2,020 | ||
$35 million Credit Facility, matured and repaid April 2015 [Member] | ||||
Debt Instrument [Line Items] | ||||
Revolving credit facility | $ 35,000,000 | 35,000,000 | ||
Debt instrument maturity | April 2,015 | April 2,015 | ||
Outstanding borrowings under credit facilities | $ 35,000,000 | |||
Senior Notes - 6.125%, due May 2016 [Member] | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 6.125% | 6.125% | ||
Debt instrument maturity | May 2,016 | May 2,016 | ||
Senior Notes - 5.50%, due February 2020 [Member] | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 5.50% | 5.50% | ||
Debt instrument maturity | February 2,020 | February 2,020 | ||
Senior Notes - 4.65%, due February 2022 [Member] | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 4.65% | 4.65% | ||
Debt instrument maturity | February 2,022 | February 2,022 | ||
Senior Notes - 3.45%, due January 2023 [Member] | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 3.45% | 3.45% | ||
Debt instrument maturity | January 2,023 | January 2,023 | ||
Senior Notes - 4.25%, due April 2024 [Member] | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 4.25% | 4.25% | ||
Debt instrument maturity | April 2,024 | April 2,024 | ||
Senior Notes - 6.85%, due February 2040 [Member] | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 6.85% | 6.85% | ||
Debt instrument maturity | February 2,040 | February 2,040 | ||
Senior Notes - 6.10%, due February 2042 [Member] | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 6.10% | 6.10% | ||
Debt instrument maturity | February 2,042 | February 2,042 | ||
Senior Notes - 4.95%, due January 2043 [Member] | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 4.95% | 4.95% | ||
Debt instrument maturity | January 2,043 | January 2,043 | ||
Senior Notes - 5.30%, due April 2044 [Member] | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 5.30% | 5.30% | ||
Debt instrument maturity | April 2,044 | April 2,044 | ||
Senior Notes - 5.35%, due May 2045 [Member] | ||||
Debt Instrument [Line Items] | ||||
Interest rate | 5.35% | 5.35% | ||
Debt instrument maturity | May 2,045 | May 2,045 |
Debt - Additional Information (
Debt - Additional Information (Detail) | 9 Months Ended | |||||
Sep. 30, 2015USD ($) | Sep. 30, 2014 | Mar. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Apr. 01, 2014USD ($) | ||
Debt Instrument [Line Items] | ||||||
Line of credit facility maximum borrowing capacity under certain conditions | $ 3,250,000,000 | |||||
$1.5 Billion Credit Facility Due In November 2018 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Revolving credit facility | $ 1,500,000,000 | |||||
Credit facility | $ 150,000,000 | |||||
$2.5 billion Credit Facility, due March 2020 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Revolving credit facility | $ 2,500,000,000 | $ 2,500,000,000 | 2,500,000,000 | |||
Debt instrument maturity | March 2,020 | March 2,020 | ||||
Credit facility | $ 879,000,000 | [1] | 150,000,000 | |||
Increased consolidated debt to consolidated EBITDA ratio, high end of range | 5 | |||||
Ratio of total debt to EBITDA range high (during acquisition period) | 5.50 | |||||
Ratio of total debt to EBITDA | 3.4 | |||||
$35 million Credit Facility, matured and repaid April 2015 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Revolving credit facility | $ 35,000,000 | 35,000,000 | ||||
Debt instrument maturity | April 2,015 | April 2,015 | ||||
Credit facility | $ 0 | $ 35,000,000 | ||||
Senior Notes - 4.25%, due April 2024 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument maturity | April 2,024 | April 2,024 | ||||
Interest rate | 4.25% | 4.25% | ||||
Senior Notes [Member] | Senior Notes - 4.25%, due April 2024 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate | 4.25% | |||||
Debt instrument, face amount | $ 300,000,000 | |||||
Senior Notes [Member] | Senior Notes - 5.30%, due April 2044 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate | 5.30% | |||||
Debt instrument, face amount | $ 700,000,000 | |||||
[1] | (1) Includes $44 million of commercial paper issued at September 30, 2015. |
Commitments and Contingent Li46
Commitments and Contingent Liabilities - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Commitments and Contingencies Disclosure [Abstract] | |||||
Accrued environmental loss contingencies, noncurrent | $ 8 | $ 8 | $ 14 | ||
Charges against income for environmental remediation | $ 2 | $ 3 | 7 | $ 11 | |
Estimated maximum additional reasonable possible losses | $ 9 | ||||
Indemnified period for the partnership from environmental and toxic tort liabilities, years | 30 years | ||||
Percent indemnification for first 21 years after IPO | 100.00% | ||||
Time period of one hundred percent indemnification after IPO, years | 21 years | ||||
Annual decrease of partnership liability for claims asserted | 10.00% |
Equity - Changes in Number of U
Equity - Changes in Number of Units Outstanding (Detail) - shares shares in Millions | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | |
Apr. 30, 2015 | Sep. 30, 2015 | Mar. 31, 2015 | Sep. 30, 2015 | Dec. 31, 2014 | |
Common Units [Member] | |||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||
Beginning Balance | 226.1 | 226.1 | 207.7 | ||
Units issued under incentive plans, shares | 0.4 | 0.4 | |||
Ending Balance | 259.2 | 259.2 | 226.1 | ||
At-the-Market Offering [Member] | |||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||
Limited partner units issued to the public | 7.6 | 17.2 | 10.3 | ||
At-the-Market Offering [Member] | Common Units [Member] | |||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||
Limited partner units issued to the public | 17.2 | 10.3 | |||
Overnight Public Offering [Member] | |||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||
Limited partner units issued to the public | 2 | 13.5 | |||
Overnight Public Offering [Member] | Common Units [Member] | |||||
Increase (Decrease) in Partners' Capital [Roll Forward] | |||||
Limited partner units issued to the public | 15.5 | 7.7 |
Equity - Additional Information
Equity - Additional Information (Details) shares in Millions | Jun. 12, 2014 | Apr. 30, 2015USD ($)shares | Sep. 30, 2015USD ($)shares | Mar. 31, 2015USD ($)shares | Sep. 30, 2014USD ($) | Sep. 30, 2015USD ($)shares | Sep. 30, 2014USD ($) | Dec. 31, 2014USD ($)shares | Oct. 08, 2015USD ($)shares |
Units Outstanding [Line Items] | |||||||||
Net proceeds from issuance of limited partner units | $ 1,274,000,000 | $ 593,000,000 | |||||||
Stock split conversion ratio | 2 | ||||||||
At-the-Market Offering [Member] | |||||||||
Units Outstanding [Line Items] | |||||||||
Limited partner units issued to the public | shares | 7.6 | 17.2 | 10.3 | ||||||
Net proceeds from issuance of limited partner units | $ 261,000,000 | $ 645,000,000 | $ 477,000,000 | ||||||
Aggregate equity offering, maximum | $ 1,250,000,000 | ||||||||
Overnight Public Offering [Member] | |||||||||
Units Outstanding [Line Items] | |||||||||
Limited partner units issued to the public | shares | 2 | 13.5 | |||||||
Net proceeds from issuance of limited partner units | $ 82,000,000 | $ 547,000,000 | |||||||
Subsequent Event [Member] | Common Class B [Member] | |||||||||
Units Outstanding [Line Items] | |||||||||
Class B units issued | shares | 9.4 | ||||||||
Call option | $ 300,000,000 | ||||||||
Put option | $ 313,500,000 |
Cash Distributions - Schedule o
Cash Distributions - Schedule of Distributions Made to General and Limited Partners (Detail) | 9 Months Ended | |
Sep. 30, 2015$ / shares | ||
Minimum Quarterly Distribution [Member] | ||
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ||
Distribution Payments Targets (usd per share) | $ 0.075 | |
First Target Distribution [Member] | ||
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ||
Distribution Payments Targets (usd per share) | 0.0833 | |
Thereafter [Member] | ||
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ||
Distribution Payments Targets (usd per share) | $ 0.2638 | |
General Partner | Minimum Quarterly Distribution [Member] | ||
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ||
Incentive Distribution, Distribution Split Marginal Percentage | 2.00% | |
General Partner | First Target Distribution [Member] | ||
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ||
Incentive Distribution, Distribution Split Marginal Percentage | 2.00% | |
General Partner | Second Target Distribution [Member] | ||
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ||
Incentive Distribution, Distribution Split Marginal Percentage | 15.00% | [1] |
General Partner | Third Target Distribution [Member] | ||
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ||
Incentive Distribution, Distribution Split Marginal Percentage | 37.00% | [1] |
General Partner | Thereafter [Member] | ||
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ||
Incentive Distribution, Distribution Split Marginal Percentage | 50.00% | [1] |
Common Unitholders [Member] | Minimum Quarterly Distribution [Member] | ||
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ||
Incentive Distribution, Distribution Split Marginal Percentage | 98.00% | |
Common Unitholders [Member] | First Target Distribution [Member] | ||
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ||
Incentive Distribution, Distribution Split Marginal Percentage | 98.00% | |
Common Unitholders [Member] | Second Target Distribution [Member] | ||
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ||
Incentive Distribution, Distribution Split Marginal Percentage | 85.00% | |
Common Unitholders [Member] | Third Target Distribution [Member] | ||
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ||
Incentive Distribution, Distribution Split Marginal Percentage | 63.00% | |
Common Unitholders [Member] | Thereafter [Member] | ||
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ||
Incentive Distribution, Distribution Split Marginal Percentage | 50.00% | |
Minimum [Member] | Second Target Distribution [Member] | ||
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ||
Distribution Payments Targets (usd per share) | $ 0.0833 | |
Minimum [Member] | Third Target Distribution [Member] | ||
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ||
Distribution Payments Targets (usd per share) | 0.0958 | |
Maximum [Member] | Second Target Distribution [Member] | ||
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ||
Distribution Payments Targets (usd per share) | 0.0958 | |
Maximum [Member] | Third Target Distribution [Member] | ||
Incentive Distribution Made to Managing Member or General Partner [Line Items] | ||
Distribution Payments Targets (usd per share) | $ 0.2638 | |
[1] | Includes general partner interest. |
Cash Distributions - Schedule50
Cash Distributions - Schedule of Cash Distribution to Limited and General Partners (Detail) - Cash Distribution [Member] - USD ($) $ / shares in Units, $ in Millions | Aug. 14, 2015 | May. 15, 2015 | Feb. 13, 2015 | Nov. 14, 2014 | Aug. 14, 2014 | May. 15, 2014 | Feb. 14, 2014 |
Distribution Made to Limited Partner [Line Items] | |||||||
Cash Distribution per Limited Partner Unit (usd per share) | $ 0.438 | $ 0.419 | $ 0.40000 | $ 0.3825 | $ 0.3650 | $ 0.3475 | $ 0.3312 |
Total Cash Distribution to the Limited Partners | $ 111 | $ 103 | $ 92 | $ 84 | $ 77 | $ 72 | $ 69 |
Total Cash Distribution to the General Partner | $ 69 | $ 62 | $ 54 | $ 49 | $ 43 | $ 39 | $ 35 |
Cash Distributions - Additional
Cash Distributions - Additional Information (Detail) $ / shares in Units, $ in Millions | Nov. 13, 2015USD ($) | Oct. 20, 2015$ / shares | Sep. 30, 2015USD ($)$ / PartnershipUnit | Sep. 30, 2014USD ($) |
Partners Capital And Distributions [Line Items] | ||||
Incentive distribution, minimum threshold (in dollars per share) | $ / PartnershipUnit | 0.0833 | |||
Maximum incentive percentage distribution received by general partner | 50.00% | |||
Total distribution | $ 492 | $ 339 | ||
Subsequent Event [Member] | Dividend Declared [Member] | Sunoco Partners LLC [Member] | ||||
Partners Capital And Distributions [Line Items] | ||||
Distribution made to member or limited partner, distributions declared, per unit | $ / shares | $ 0.458 | |||
Distribution made to member or limited partner, distributions declared, per unit, annualized | $ / shares | $ 1.83 | |||
Subsequent Event [Member] | Dividend Paid [Member] | Sunoco Partners LLC [Member] | ||||
Partners Capital And Distributions [Line Items] | ||||
Total distribution | $ 195 | |||
Total distribution to the General Partner | $ 76 |
Management Incentive Plan - Add
Management Incentive Plan - Additional Information (Detail) - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Aggregate grant of restricted units and unit options from LTIP (in units) | 0.7 | 0.7 | ||
Non-cash compensation expense | $ 4 | $ 4 | $ 12 | $ 12 |
Restricted Stock Units (RSUs) [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Units issued under incentive plans, shares | 0.4 | 0 | ||
Non-cash compensation expense | $ 12 | $ 12 | ||
Phantom Share Units (PSUs) [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Units issued under incentive plans, shares | 0.1 | |||
Non-cash compensation expense | $ 0.5 |
Derivatives and Risk Manageme53
Derivatives and Risk Management - Schedule of Derivative Instruments, Gain (Loss) in Statement of Financial Performance (Detail) - Not Designated as Hedging Instrument [Member] - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Derivative [Line Items] | ||||
Gains (Losses) Recognized in Earnings | $ 33 | $ 19 | $ 15 | $ 10 |
Commodity [Member] | Sales And Other Operating Revenue [Member] | ||||
Derivative [Line Items] | ||||
Gains (Losses) Recognized in Earnings | 47 | 22 | 39 | 13 |
Commodity [Member] | Cost Of Products Sold [Member] | ||||
Derivative [Line Items] | ||||
Gains (Losses) Recognized in Earnings | $ (14) | $ (3) | $ (24) | $ (3) |
Derivatives and Risk Manageme54
Derivatives and Risk Management - Additional Information (Detail) bbl in Millions, $ in Millions | 9 Months Ended | |
Sep. 30, 2015USD ($)bbl | Dec. 31, 2014USD ($)bbl | |
Derivative [Line Items] | ||
Derivative positions of crude oil, refined products and NGLs, barrels | bbl | 16.7 | 3.6 |
Derivative, higher remaining maturity range | 1 year | |
Derivative assets | $ 35 | $ 29 |
Derivative liabilities | 10 | $ 14 |
Revolving Credit Facility [Member] | ||
Derivative [Line Items] | ||
Variable-rate borrowings under revolving credit facilities | $ 879 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Detail) - USD ($) $ in Millions | Sep. 30, 2015 | Dec. 31, 2014 |
Fair Value Disclosures [Abstract] | ||
Aggregate fair value of the senior notes | $ 3,490 | $ 4,090 |
Senior notes carrying amount | $ 4,070 | $ 4,080 |
Business Segment Information -
Business Segment Information - Segment Reporting Information (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | ||
Sales and other operating revenue (1) | |||||
Total sales and other operating revenue | [1] | $ 2,407 | $ 4,915 | $ 8,181 | $ 14,213 |
Depreciation and amortization | |||||
Total depreciation and amortization | 102 | 77 | 278 | 220 | |
Impairment charge and other matters [Abstract] | |||||
Total impairment charge and other matters | (103) | 0 | (44) | 0 | |
Adjusted EBITDA | |||||
Total Adjusted EBITDA | 289 | 246 | 836 | 734 | |
Interest expense, net | (37) | (14) | (97) | (51) | |
Depreciation and amortization expense | (102) | (77) | (278) | (220) | |
Total impairment charge and other matters | (103) | 0 | (44) | 0 | |
Provision for income taxes | (7) | (8) | (18) | (21) | |
Non-cash compensation expense | (4) | (4) | (12) | (12) | |
Unrealized gains (losses) on commodity risk management activities | 32 | 21 | 9 | 14 | |
Amortization of excess equity method investment | (1) | (1) | (2) | (2) | |
Proportionate share of unconsolidated affiliates' interest, depreciation and provision for income taxes | (10) | (6) | (23) | (17) | |
Net Income | 57 | 157 | 371 | 425 | |
Less: Net income attributable to noncontrolling interests | (1) | (2) | (2) | (7) | |
Less: Net income attributable to redeemable noncontrolling interests | 0 | 0 | (1) | 0 | |
Net Income Attributable to Sunoco Logistics Partners L.P. | 56 | 155 | 368 | 418 | |
Crude Oil Pipelines [Member] | |||||
Sales and other operating revenue (1) | |||||
Total sales and other operating revenue | [1] | 180 | 144 | 450 | 413 |
Depreciation and amortization | |||||
Total depreciation and amortization | 31 | 25 | 85 | 73 | |
Adjusted EBITDA | |||||
Total Adjusted EBITDA | 133 | 95 | 317 | 292 | |
Depreciation and amortization expense | (31) | (25) | (85) | (73) | |
Crude Oil Acquisition and Marketing [Member] | |||||
Sales and other operating revenue (1) | |||||
Total sales and other operating revenue | [1] | 1,860 | 4,497 | 6,748 | 13,023 |
Depreciation and amortization | |||||
Total depreciation and amortization | 12 | 15 | 38 | 41 | |
Impairment charge and other matters [Abstract] | |||||
Total impairment charge and other matters | (108) | 0 | (71) | 0 | |
Adjusted EBITDA | |||||
Total Adjusted EBITDA | (1) | 66 | 71 | 131 | |
Depreciation and amortization expense | (12) | (15) | (38) | (41) | |
Total impairment charge and other matters | (108) | 0 | (71) | 0 | |
Terminal Facilities [Member] | |||||
Sales and other operating revenue (1) | |||||
Total sales and other operating revenue | [1] | 375 | 298 | 1,012 | 868 |
Depreciation and amortization | |||||
Total depreciation and amortization | 37 | 29 | 106 | 83 | |
Impairment charge and other matters [Abstract] | |||||
Total impairment charge and other matters | 5 | 0 | 27 | 0 | |
Adjusted EBITDA | |||||
Total Adjusted EBITDA | 96 | 61 | 288 | 244 | |
Depreciation and amortization expense | (37) | (29) | (106) | (83) | |
Total impairment charge and other matters | 5 | 0 | 27 | 0 | |
Products Pipelines [Member] | |||||
Sales and other operating revenue (1) | |||||
Total sales and other operating revenue | [1] | 82 | 46 | 222 | 127 |
Depreciation and amortization | |||||
Total depreciation and amortization | 22 | 8 | 49 | 23 | |
Adjusted EBITDA | |||||
Total Adjusted EBITDA | 61 | 24 | 160 | 67 | |
Depreciation and amortization expense | (22) | (8) | (49) | (23) | |
Intersegment elimination [Member] | |||||
Sales and other operating revenue (1) | |||||
Total sales and other operating revenue | [1] | $ (90) | $ (70) | $ (251) | $ (218) |
[1] | Sales and other operating revenue includes the following amounts from ETP and its affiliates for the three and nine months ended September 30, 2015 and 2014: Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 (in millions) (in millions)Crude Oil Acquisition and Marketing $— $231 $165 $842Terminal Facilities 77 64 217 157Products Pipelines 13 4 33 15Total sales and other operating revenue $90 $299 $415 $1,014 |
Business Segment Information 57
Business Segment Information - Sales and Other Operating Revenue by Segment (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Total sales and other operating revenue | $ 90 | $ 299 | $ 415 | $ 1,014 |
Crude Oil Acquisition and Marketing [Member] | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Total sales and other operating revenue | 0 | 231 | 165 | 842 |
Terminal Facilities [Member] | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Total sales and other operating revenue | 77 | 64 | 217 | 157 |
Products Pipelines [Member] | ||||
Segment Reporting, Revenue Reconciling Item [Line Items] | ||||
Total sales and other operating revenue | $ 13 | $ 4 | $ 33 | $ 15 |
Business Segment Information 58
Business Segment Information - Identifiable Assets by Segment (Detail) - USD ($) $ in Millions | Sep. 30, 2015 | Dec. 31, 2014 | |
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Total identifiable assets | $ 14,662 | $ 13,644 | |
Crude Oil Pipelines [Member] | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Total identifiable assets | 4,202 | 3,765 | |
Crude Oil Acquisition and Marketing [Member] | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Total identifiable assets | 2,947 | 3,329 | |
Terminal Facilities [Member] | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Total identifiable assets | 4,059 | 3,534 | |
Products Pipelines [Member] | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Total identifiable assets | 3,240 | 2,763 | |
Corporate and Other [Member] | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Total identifiable assets | [1] | $ 214 | $ 253 |
[1] | Corporate and other assets consist of cash and cash equivalents, properties, plants and equipment and other assets. |
Supplemental Condensed Consol59
Supplemental Condensed Consolidating Financial Information - Condensed Consolidating Statement of Comprehensive Income (Loss) (Detail) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | ||
Sales and other operating revenue: | |||||
Unaffiliated customers | $ 2,317 | $ 4,616 | $ 7,766 | $ 13,199 | |
Affiliates | 90 | 299 | 415 | 1,014 | |
Total Revenues | [1] | 2,407 | 4,915 | 8,181 | 14,213 |
Costs and Expenses | |||||
Cost of products sold | 2,024 | 4,581 | 7,154 | 13,308 | |
Operating expenses | 58 | 55 | 162 | 124 | |
Selling, general and administrative expenses | 26 | 30 | 76 | 82 | |
Depreciation and amortization expense | 102 | 77 | 278 | 220 | |
Impairment charge and other matters | 103 | 0 | 44 | 0 | |
Total Costs and Expenses | 2,313 | 4,743 | 7,714 | 13,734 | |
Operating Income | 94 | 172 | 467 | 479 | |
Interest cost and debt expense, net | (49) | (38) | (151) | (101) | |
Capitalized interest | 12 | 24 | 54 | 50 | |
Other income | 7 | 7 | 19 | 18 | |
Income Before Provision for Income Taxes | 64 | 165 | 389 | 446 | |
Provision for income taxes | (7) | (8) | (18) | (21) | |
Net Income | 57 | 157 | 371 | 425 | |
Less: Net income attributable to noncontrolling interests | (1) | (2) | (2) | (7) | |
Net Income (Loss) Attributable to Redeemable Noncontrolling Interest | 0 | 0 | 1 | 0 | |
Net Income Attributable to Sunoco Logistics Partners L.P. | 56 | 155 | 368 | 418 | |
Comprehensive Income (Loss) | 57 | 157 | 370 | 426 | |
Less: Comprehensive income attributable to noncontrolling interests | (1) | (2) | (2) | (7) | |
Comprehensive Income (Loss), Net Of Tax, Attributable To Redeemable Noncontrolling Interest | 0 | 0 | 1 | 0 | |
Comprehensive Income Attributable to Sunoco Logistics Partners L.P. | 56 | 155 | 367 | 419 | |
Parent Guarantor [Member] | |||||
Costs and Expenses | |||||
Equity in earnings of subsidiaries | 56 | 155 | 368 | 418 | |
Income Before Provision for Income Taxes | 56 | 155 | 368 | 418 | |
Net Income | 56 | 155 | 368 | 418 | |
Net Income Attributable to Sunoco Logistics Partners L.P. | 56 | 155 | 368 | 418 | |
Comprehensive Income (Loss) | 56 | 155 | 368 | 418 | |
Comprehensive Income Attributable to Sunoco Logistics Partners L.P. | 56 | 155 | 368 | 418 | |
Subsidiary Issuer [Member] | |||||
Costs and Expenses | |||||
Selling, general and administrative expenses | 1 | 1 | |||
Total Costs and Expenses | 1 | 1 | |||
Operating Income | (1) | (1) | |||
Interest cost and debt expense, net | (49) | (37) | (149) | (98) | |
Capitalized interest | 12 | 24 | 54 | 50 | |
Other income | 0 | 0 | |||
Equity in earnings of subsidiaries | 94 | 168 | 464 | 466 | |
Income Before Provision for Income Taxes | 56 | 155 | 368 | 418 | |
Net Income | 56 | 155 | 368 | 418 | |
Net Income Attributable to Sunoco Logistics Partners L.P. | 56 | 155 | 368 | 418 | |
Comprehensive Income (Loss) | 56 | 155 | 368 | 418 | |
Comprehensive Income Attributable to Sunoco Logistics Partners L.P. | 56 | 155 | 368 | 418 | |
Non-Guarantor Subsidiaries [Member] | |||||
Sales and other operating revenue: | |||||
Unaffiliated customers | 2,317 | 4,616 | 7,766 | 13,199 | |
Affiliates | 90 | 299 | 415 | 1,014 | |
Total Revenues | 2,407 | 4,915 | 8,181 | 14,213 | |
Costs and Expenses | |||||
Cost of products sold | 2,024 | 4,581 | 7,154 | 13,308 | |
Operating expenses | 58 | 55 | 162 | 124 | |
Selling, general and administrative expenses | 25 | 30 | 75 | 82 | |
Depreciation and amortization expense | 102 | 77 | 278 | 220 | |
Impairment charge and other matters | 103 | 44 | |||
Total Costs and Expenses | 2,312 | 4,743 | 7,713 | 13,734 | |
Operating Income | 95 | 172 | 468 | 479 | |
Interest cost and debt expense, net | 0 | (1) | (2) | (3) | |
Other income | 7 | 7 | 19 | 18 | |
Income Before Provision for Income Taxes | 102 | 178 | 485 | 494 | |
Provision for income taxes | (7) | (8) | (18) | (21) | |
Net Income | 95 | 170 | 467 | 473 | |
Less: Net income attributable to noncontrolling interests | (1) | (2) | (2) | (7) | |
Net Income (Loss) Attributable to Redeemable Noncontrolling Interest | 1 | ||||
Net Income Attributable to Sunoco Logistics Partners L.P. | 94 | 168 | 464 | 466 | |
Comprehensive Income (Loss) | 95 | 170 | 466 | 474 | |
Less: Comprehensive income attributable to noncontrolling interests | (1) | (2) | (2) | (7) | |
Comprehensive Income (Loss), Net Of Tax, Attributable To Redeemable Noncontrolling Interest | 1 | ||||
Comprehensive Income Attributable to Sunoco Logistics Partners L.P. | 94 | 168 | 463 | 467 | |
Consolidating Adjustments [Member] | |||||
Costs and Expenses | |||||
Equity in earnings of subsidiaries | (150) | (323) | (832) | (884) | |
Income Before Provision for Income Taxes | (150) | (323) | (832) | (884) | |
Net Income | (150) | (323) | (832) | (884) | |
Net Income Attributable to Sunoco Logistics Partners L.P. | (150) | (323) | (832) | (884) | |
Comprehensive Income (Loss) | (150) | (323) | (832) | (884) | |
Comprehensive Income Attributable to Sunoco Logistics Partners L.P. | $ (150) | $ (323) | $ (832) | $ (884) | |
[1] | Sales and other operating revenue includes the following amounts from ETP and its affiliates for the three and nine months ended September 30, 2015 and 2014: Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 (in millions) (in millions)Crude Oil Acquisition and Marketing $— $231 $165 $842Terminal Facilities 77 64 217 157Products Pipelines 13 4 33 15Total sales and other operating revenue $90 $299 $415 $1,014 |
Supplemental Condensed Consol60
Supplemental Condensed Consolidating Financial Information - Condensed Consolidating Balance Sheet (Detail) - USD ($) $ in Millions | Sep. 30, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Dec. 31, 2013 |
Assets | ||||
Cash and cash equivalents | $ 45 | $ 101 | $ 58 | $ 39 |
Accounts receivable, affiliated companies | 48 | 9 | ||
Accounts receivable, net | 1,373 | 1,766 | ||
Inventories | 647 | 470 | ||
Other current assets | 7 | 3 | ||
Total Current Assets | 2,120 | 2,349 | ||
Properties, plants and equipment, net | 10,078 | 8,849 | ||
Investment in affiliates | 277 | 226 | ||
Goodwill | 1,358 | 1,358 | ||
Intangible assets, net | 731 | 770 | ||
Other assets | 98 | 92 | ||
Total Assets | 14,662 | 13,644 | ||
Liabilities and Equity | ||||
Accounts payable | 1,334 | 1,934 | ||
Accounts payable, affiliated companies | 51 | 21 | ||
Accrued liabilities | 181 | 304 | ||
Accrued taxes payable | 44 | 52 | ||
Intercompany | 0 | 0 | ||
Total Current Liabilities | 1,610 | 2,311 | ||
Long-term debt | 4,944 | 4,260 | ||
Other deferred credits and liabilities | 81 | 71 | ||
Deferred income taxes | 244 | 249 | ||
Total Liabilities | 6,879 | 6,891 | ||
Redeemable noncontrolling interests | 15 | 15 | ||
Total Equity | 7,768 | 6,738 | 7,018 | 6,325 |
Total Liabilities and Equity | 14,662 | 13,644 | ||
Parent Guarantor [Member] | ||||
Assets | ||||
Total Current Assets | 0 | 0 | ||
Investment in affiliates | 6,461 | 6,189 | ||
Total Assets | 6,461 | 6,189 | ||
Liabilities and Equity | ||||
Accrued liabilities | 0 | 0 | ||
Intercompany | (1,272) | (489) | ||
Total Current Liabilities | (1,272) | (489) | ||
Total Liabilities | (1,272) | (489) | ||
Total Equity | 7,733 | 6,678 | ||
Total Liabilities and Equity | 6,461 | 6,189 | ||
Subsidiary Issuer [Member] | ||||
Assets | ||||
Cash and cash equivalents | 45 | 101 | 58 | 12 |
Accounts receivable, affiliated companies | 1 | 3 | ||
Total Current Assets | 46 | 104 | ||
Investment in affiliates | 9,605 | 9,168 | ||
Other assets | 31 | 28 | ||
Total Assets | 9,682 | 9,300 | ||
Liabilities and Equity | ||||
Accounts payable | 0 | |||
Accounts payable, affiliated companies | 0 | |||
Accrued liabilities | 64 | 58 | ||
Intercompany | (1,787) | (1,172) | ||
Total Current Liabilities | (1,723) | (1,114) | ||
Long-term debt | 4,944 | 4,225 | ||
Total Liabilities | 3,221 | 3,111 | ||
Total Equity | 6,461 | 6,189 | ||
Total Liabilities and Equity | 9,682 | 9,300 | ||
Non-Guarantor Subsidiaries [Member] | ||||
Assets | ||||
Cash and cash equivalents | 0 | 0 | $ 0 | $ 27 |
Accounts receivable, affiliated companies | 47 | 6 | ||
Accounts receivable, net | 1,373 | 1,766 | ||
Inventories | 647 | 470 | ||
Other current assets | 7 | 3 | ||
Total Current Assets | 2,074 | 2,245 | ||
Properties, plants and equipment, net | 10,078 | 8,849 | ||
Investment in affiliates | 277 | 226 | ||
Goodwill | 1,358 | 1,358 | ||
Intangible assets, net | 731 | 770 | ||
Other assets | 67 | 64 | ||
Total Assets | 14,585 | 13,512 | ||
Liabilities and Equity | ||||
Accounts payable | 1,334 | 1,934 | ||
Accounts payable, affiliated companies | 51 | 21 | ||
Accrued liabilities | 117 | 246 | ||
Accrued taxes payable | 44 | 52 | ||
Intercompany | 3,059 | 1,661 | ||
Total Current Liabilities | 4,605 | 3,914 | ||
Long-term debt | 0 | 35 | ||
Other deferred credits and liabilities | 81 | 71 | ||
Deferred income taxes | 244 | 249 | ||
Total Liabilities | 4,930 | 4,269 | ||
Redeemable noncontrolling interests | 15 | 15 | ||
Total Equity | 9,640 | 9,228 | ||
Total Liabilities and Equity | 14,585 | 13,512 | ||
Consolidating Adjustments [Member] | ||||
Assets | ||||
Investment in affiliates | (16,066) | (15,357) | ||
Total Assets | (16,066) | (15,357) | ||
Liabilities and Equity | ||||
Total Equity | (16,066) | (15,357) | ||
Total Liabilities and Equity | $ (16,066) | $ (15,357) |
Supplemental Condensed Consol61
Supplemental Condensed Consolidating Financial Information - Condensed Consolidating Statement of Cash Flows (Detail) - USD ($) $ in Millions | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Condensed Financial Statements, Captions [Line Items] | |||
Net Cash Flows provided by (used in) Operating Activities | $ 297 | $ 326 | |
Cash Flows provided by (used in) Investing Activities: | |||
Capital expenditures | (1,678) | (1,826) | |
Investment in joint venture interests | 0 | (42) | |
Acquisitions, net of cash received | (131) | (65) | |
Change in long-term note receivable | (14) | (11) | |
Intercompany | 0 | 0 | |
Net cash used in investing activities | (1,823) | (1,944) | |
Cash Flows provided by (used in) Financing Activities: | |||
Distributions paid to limited and general partners | (491) | (335) | |
Distributions paid to noncontrolling interests | (1) | (4) | |
Contributions from general partner | 0 | 2 | |
Net proceeds from issuance of limited partner units | 1,274 | 593 | |
Payments of statutory withholding on net issuance of limited partner units under LTIP | (10) | (6) | |
Repayments under credit facilities | (1,760) | (1,770) | |
Borrowings under credit facilities | 2,454 | 2,095 | |
Net proceeds from issuance of long-term debt | 0 | 989 | |
Repayments of senior notes | 0 | (175) | |
Advances to affiliated companies, net | 0 | 239 | |
Contributions attributable to acquisition from affiliate | 8 | 9 | |
Other | (4) | 0 | |
Net cash provided by financing activities | 1,470 | 1,637 | |
Net change in cash and cash equivalents | (56) | 19 | |
Cash and cash equivalents at beginning of period | 101 | 39 | $ 39 |
Cash and cash equivalents at end of period | 45 | 58 | 101 |
Parent Guarantor [Member] | |||
Condensed Financial Statements, Captions [Line Items] | |||
Net Cash Flows provided by (used in) Operating Activities | 368 | 417 | |
Cash Flows provided by (used in) Investing Activities: | |||
Intercompany | (1,150) | (890) | |
Net cash used in investing activities | (1,150) | (890) | |
Cash Flows provided by (used in) Financing Activities: | |||
Distributions paid to limited and general partners | (491) | (335) | |
Distributions paid to noncontrolling interests | (1) | (4) | |
Contributions from general partner | 2 | ||
Net proceeds from issuance of limited partner units | 1,274 | 593 | |
Advances to affiliated companies, net | 217 | ||
Net cash provided by financing activities | 782 | 473 | |
Subsidiary Issuer [Member] | |||
Condensed Financial Statements, Captions [Line Items] | |||
Net Cash Flows provided by (used in) Operating Activities | 365 | 379 | |
Cash Flows provided by (used in) Investing Activities: | |||
Intercompany | (1,111) | (1,551) | |
Net cash used in investing activities | (1,111) | (1,551) | |
Cash Flows provided by (used in) Financing Activities: | |||
Repayments under credit facilities | (1,760) | (1,770) | |
Borrowings under credit facilities | 2,454 | 2,095 | |
Net proceeds from issuance of long-term debt | 989 | ||
Repayments of senior notes | (175) | ||
Advances to affiliated companies, net | 79 | ||
Other | (4) | ||
Net cash provided by financing activities | 690 | 1,218 | |
Net change in cash and cash equivalents | (56) | 46 | |
Cash and cash equivalents at beginning of period | 101 | 12 | 12 |
Cash and cash equivalents at end of period | 45 | 58 | 101 |
Non-Guarantor Subsidiaries [Member] | |||
Condensed Financial Statements, Captions [Line Items] | |||
Net Cash Flows provided by (used in) Operating Activities | 396 | 414 | |
Cash Flows provided by (used in) Investing Activities: | |||
Capital expenditures | (1,678) | (1,826) | |
Investment in joint venture interests | (42) | ||
Acquisitions, net of cash received | (131) | (65) | |
Change in long-term note receivable | (14) | (11) | |
Intercompany | 1,429 | 1,557 | |
Net cash used in investing activities | (394) | (387) | |
Cash Flows provided by (used in) Financing Activities: | |||
Payments of statutory withholding on net issuance of limited partner units under LTIP | (10) | (6) | |
Borrowings under credit facilities | 0 | ||
Advances to affiliated companies, net | (57) | ||
Contributions attributable to acquisition from affiliate | 8 | 9 | |
Net cash provided by financing activities | (2) | (54) | |
Net change in cash and cash equivalents | 0 | (27) | |
Cash and cash equivalents at beginning of period | 0 | 27 | 27 |
Cash and cash equivalents at end of period | 0 | 0 | $ 0 |
Consolidating Adjustments [Member] | |||
Condensed Financial Statements, Captions [Line Items] | |||
Net Cash Flows provided by (used in) Operating Activities | (832) | (884) | |
Cash Flows provided by (used in) Investing Activities: | |||
Intercompany | 832 | 884 | |
Net cash used in investing activities | $ 832 | $ 884 |